


Seeing Clearly

by SarahLia



Category: Mahou Shoujo Madoka Magika | Puella Magi Madoka Magica
Genre: Action, Death, F/F, Friendship, Horror, Magical Girls, Romance, Some Fluff, Some angst, Suspense, Tragedy, Yuri
Language: English
Status: In-Progress
Published: 2020-06-09
Updated: 2020-10-14
Packaged: 2021-03-04 04:07:59
Rating: Teen And Up Audiences
Warnings: Major Character Death
Chapters: 22
Words: 121,320
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/24627550
Author URL: https://archiveofourown.org/users/SarahLia/pseuds/SarahLia
Summary: As Homura Akemi continues in her quest to save Madoka Kaname from death while grappling with her own troubles, a chance meeting reunites Mami Tomoe with her old friend and student Kyouko Sakura. This run-in finds them two of them working together again, as they try to deal not only with other magical girls making trouble but also the feelings that spring up between them.
Relationships: Akemi Homura/Kaname Madoka, Sakura Kyouko/Tomoe Mami
Comments: 218
Kudos: 85





	1. A Chase in the Dark

Homura Akemi sprinted through a lower unfinished floor of the Mitakihara shopping mall. It was dark and almost pitch-black at times, but that wasn't a problem for her. She dodged dangling wires and leaped over construction equipment and stacked materials as she ran, none of it slowing her down her pursuit. The chase hadn't started here, but it would end here. Homura would see to that.

As a magical girl, she had often played the hunter, but today her quarry wasn't one of the witches that magical girls usually fought. It was the being named Kyubey, the one responsible for granting wishes to ordinary girls and turning them into magical girls. She could see it just ahead of her, a little white animal that looked like a cross between a cat and a rabbit.

Her prey was fast, but so was Homura. And she was experienced, having done this exact situation many times before in a time loop that she had repeated over and over. This time, she was more prepared.

The pitter-patter of Kyubey's paws was in stark contrast to the heavy steps Homura took as she ran. The thing changed direction and headed for an air vent - a small, tight place in which it could maneuver more easily than Homura – but Homura headed it off by pulling out a tear gas grenade from her shield and flinging it in that direction. There was a loud hiss as gas began spewing into the air, and Kyubey was forced to go another way, allowing Homura to gain on it.

As she closed the distance between them, Homura retrieved her recently-acquired Taser gun and fired it at Kyubey's back. There was a loud crack of electricity, and as the bolt from the Taser gun hit Kyubey, it went sprawling to the floor in a pained squeal. Before it could recover and take off again, Homura tossed the gun aside and quickly reached down and scooped up the little animal into a thick, heavy bag. She pulled the drawstring on the bag shut and knotted it tightly. Supposedly, the bag was slash-resistant and couldn't be cut open with most knives, making it ideal to keep something in that you didn't want to escape or be freed. Inside the bag, Kyubey struggled and thrashed around, but it was stuck in the bag.

It was done. Now, what was she to do with it?

Homura knew that this was only a temporary fix. It would get out of the bag somehow, eventually. If she killed it, it would just make another of itself. She had seen that happen many times. The easiest solution might be to simply stash it somewhere where nobody would notice it, like down here in the under-construction floor of the mall (between the dated signs and her previous experience, she knew it wasn't going to be worked on anytime soon). Or perhaps she could toss it into the sewers. That would be a fitting place for a rat like Kyubey.

"Hey, Homura Akemi!"

"Homura-chan!"

Homura turned sharply at the sound of two girls calling her name, two girls whose voices she knew very well. She had been so lost in thought that she hadn't even heard their footsteps.

_Damn it. I didn't want them to see me here._

And she certainly didn't want them to see her with Kyubey. Even having him being hidden away in the sack was unsafe. He could contact them with his telepathic magic, just as he continued to yell inside Homura's head.

_Hey, you! I'm not some plush toy you can just throw into a bag!_

But there was no time to focus on that or to curse herself for her screw-up. Quickly, Homura ducked behind a large concrete pillar and stashed the squirming sack into her shield. It seemed to have no limit of storage, so why not this too? She then transformed so that she looked like a regular Mitakihara Middle School student once again, sliding a silver ring back on to her finger as she did. Would Kyubey still be able to telepathically contact Madoka from inside her shield? She had never tried anything like this before. It didn't stop Kyubey from being in Homura's head though.

_This is completely uncalled for! Let me out of here!_

Homura ignored it. She stepped out from her hiding place and casually strode up to the two middle school girls approaching her, Madoka Kaname and Sayaka Miki, doing her best to look as unassuming as possible. Hopefully, they wouldn't notice that her clothes had changed. This wasn't the way this situation usually went, but Homura could improvise and try to make the best of things anyway. The other two girls came to a full stop only a meter away.

Homura greeted them with a nod. "Hello."

"What are _you_ doing down here, transfer student?" Sayaka asked, putting her hands on her hips.

"Looking around," Homura said, calm and even as ever. "Though I might ask the same of you two. It isn't safe here."

"If it's not safe, then you shouldn't be here either, you know."

"But I heard something!" Madoka insisted. She looked around as though expecting to see someone else. "Someone…was calling my name and asking for help…it was coming from somewhere around here…it led me here…"

"Are you sure you weren't just imagining it?" Sayaka asked her. "We searched, and there's nobody here except for…well, her. Wait, maybe she was the one calling to you, Madoka!"

"No," Homura said, shaking her head. "I can't do anything like that."

"I-I'm sure it was real though," Madoka said. "Did you hear anything Homura-chan? Someone calling to you for help? Say, in the past ten minutes or so? Is that why you're here?"

"Sorry. Nothing of the sort."

"Hearing a voice in your head is usually a bad sign," Sayaka said. She peered at Madoka intently. "Are you still hearing it?"

Madoka shook her head, the upset expression never leaving her face. It seemed like placing Kyubey into her shield had at least temporarily cut off its telepathic line to Madoka. Or maybe Homura trapping it had distracted it. Either way, that was a relief. Now Homura just needed to figure out the best way to proceed from here.

She put on a look of concern. Of course, she was always concerned about Madoka. "Are you alright, Kaname-san?"

"You…you two don't think I'm crazy, do you?"

"Not at all," Homura assured her.

"You have been acting a bit strange today, but if anything, _she's_ the crazy one," Sayaka said, pointing a thumb at Homura.

Homura ignored that and continued to focus on Madoka. "You needn't worry too much, Kaname-san. There are a lot of explanations as to why you might have thought you heard something. For example, sometimes, when stress has gotten to us, things of this sort occur."

Homura knew a thing or two about stress.

"I don't think I've been under any major stress…" Madoka said.

"Maybe it was a subliminal advertising message in that music you were listening to in the store," Sayaka suggested.

"D-Do they do that?" Madoka asked.

Homura shrugged, secretly grateful for Sayaka's proposed explanation for Kyubey's telepathic cries for help. "Who can say? Stranger things have happened. Perhaps what you need is some fresh air."

Homura had been in this same place and situation many times before, and she knew that a witch could appear at any moment. It wouldn't do to linger here. The more Homura kept Madoka away from any magical girl business at all, the better off she'd be.

"Yeah, it's all dark and dusty down here," Sayaka said. "Come on, the exit is this way."

Sayaka pulled on Madoka's arm, but Madoka stopped and looked at Homura. "Are you coming, Homura-chan?"

Homura nodded. "Of course. I'll be right behind you."

She had to be ready in case the witch did appear and attack ( _The flower witch_ , she reminded herself, _it's the flower witch who shows up here_ ). If she was able to, she'd come back and deal with it later, but hopefully, Mami Tomoe, another magical girl, would handle that problem first; Homura figured she was somewhere nearby as well at this point. Though now that Homura thought about it, it was probably better to get out of there before they ran into her as well. Being saved by Mami and seeing her in action seemed to be a catalyst for causing too many girls to take up the mantle of magical girl.

As they made their way back to the access stairwell, Homura casually glanced over her shoulder looking for Mami Tomoe or the witch and bracing for either to make an appearance. But nothing happened, and nobody else appeared. Madoka and Sayaka continued to chat, but Sayaka noticed Homura looking behind her.

"What do you keep looking at?" Sayaka asked. She looked too, but not seeing anything out of the ordinary, raised an eyebrow at Homura.

"Are you hearing a voice calling for help now?" Madoka asked. She clearly wasn't ready to give that subject up.

"No," Homura said. "I was simply admiring the construction."

"Huh?" Sayaka asked. "You really are strange."

"Homura-chan has a point though," Madoka said. "I mean…when all the work here is finished, I bet this section is going to look nice!"

As always, Madoka was thinking of others and didn't want anyone to look foolish. She had such a kind and caring heart, and Homura loved her for that.

"I don't think it's going to be finished anytime soon," Sayaka said. "I mean, they've been working on this since, when? Last fall?"

"But good things come to those who are patient!" Madoka smiled at Homura. "Isn't that right, Homura-chan?"

"Of course," Homura replied, thinking of all the times she had seen the Mitakihara shopping mall utterly destroyed by the witch Walpurgisnacht and reduce to a huge pile of rubble.

She had also once seen it turned into a war zone when a different witch had taken up residence in the wing they were in and had forced all the shoppers in the mall to start fighting each other to the death and eating those who were badly injured. That had been a particularly bad timeline; when Madoka saw the results of the massacre, she wished all the witch's victims back to life. Homura, both despairing and marveling at her self-sacrifice, hadn't bothered continuing with that timeline.

Homura breathed a small sigh of relief when they exited the under-construction wing of the mall and then the mall itself entirely. She had successfully prevented Madoka from having a run-in with Kyubey, a witch, and another magical girl. Usually, she had a hard time stopping any of those.

"Time to head home," Sayaka said, waving her bag. She turned to Homura. "Well, for Madoka and me, anyway. I'm sure you have someplace else you need to go and lurk."

"No," Homura replied. "No more lurking for today."

Madoka giggled. "Homura-chan is funny."

"In more ways than one," Sayaka muttered.

"Sayaka!" Madoka elbowed her in the side.

Homura appreciated Madoka's intervention on her behalf, but it wasn't necessary. Homura wasn't bothered by anything other girls said or did, so long as it wasn't harming Madoka. Verbal jabs had long since ceased to bother her, especially those from Sayaka Miki. At least Sayaka wasn't talking about anything magical-girl related. Homura had seen far too often the fate that befell her when she got involved in that.

"Don't forget that there's a math quiz on Friday," Madoka said. She turned to Homura. "I was going to offer to help you study for it because you just started here…but it doesn't seem like you need much help, Homura-chan."

"That's very kind of you to offer, but yes, I'm prepared for the quiz," Homura said. She had taken this same quiz many times already, and knew all the answers by heart. It never changed.

"Must be nice," Sayaka said. Homura knew she had trouble with school and generally poor grades.

"Don't worry, I can help you, Sayaka!" Madoka declared because of course, she would help. "And maybe Hitomi would too…if she has time. Maybe even Homura-chan would be willing to help you!"

Homura suddenly felt on the spot. "If you're okay with it, then sure."

Though that was pointless. She could see Sayaka Miki accepting help from Madoka or their mutual friend Hitomi Shizuki. But "transfer student" Homura Akemi? No. Never.

Sayaka simply put her hand behind her head and laughed a little. "No…no need for any tutoring. I'll be fine."

"You made a ten on the last quiz," Madoka reminded her.

"Hey! Don't just blurt out things like that in front of the new girl!"

"Ah, sorry," Madoka giggled and winked at Homura. "Pretend you didn't hear that."

"Hear what?" Homura asked. She could play along with this.

"Exactly!" Madoka beamed at her. "Oh, and Homura-chan?"

"Yes?"

"You don't have to wander around in the empty section of the shopping mall by yourself…you can spend time with us instead. I mean, if you want to. Especially since you're new and don't know anyone here yet."

Homura blinked. Madoka's invitation caught her off-guard. It had been many time loops since she and Madoka had been close and spent time together. For one brief instant, she considered spilling everything then and there, bringing Madoka in as a confidant and an ally in Homura's ongoing mission to save Madoka from death.

But, no. That wouldn't work. Homura had tried that tactic before, and she knew what the results would be: incredulity, ridicule, distrust, suspicion, and, ultimately, more trouble.

"Thank you for the offer," Homura said. "But I wouldn't want to impose."

"It's no trouble at all!" Madoka declared. "Isn't that right, Sayaka?"

"Uh…" Sayaka said. "Yeah…it's fine, I guess." She peered at Homura. "Just don't try any of your weirdo business with me. Okay?"

Homura raised an eyebrow at Sayaka. "Weirdo business?"

"Ah-ha-ha, it's nothing!" Madoka said nervously, waving her hands in front of her. "Just…just ignore Sayaka. She's being silly. She didn't mean any offense."

"No harm, no foul," Homura replied calmly, wondering where in the world that non-sequitur had come from. It seemed Madoka and Sayaka had already had conversations about her. Homura supposed that was to be expected, as middle-school girls were prone to gossiping (briefly forgetting that she herself was technically a middle school girl).

"Well, my house is this way," Madoka said, pointing off down a street that led away from the mall. "Sayaka's too. Which way is your place, Homura-chan?"

"I'm afraid I have to go a different route." Boy, was that ever the truth.

"Oh, okay…then see you tomorrow!" Madoka waved as she started off. Sayaka shrugged and then gave a half-hearted wave as well. Homura supposed that was better than the open dislike and distrust she usually got from Sayaka Miki.

"Until tomorrow," Homura replied. "Both of you be careful on the way home."

When Sayaka and Madoka were out of sight, Homura stepped into a side alley, pulled off her silver ring, and transformed. Sure, she'd probably attract a few bewildered glances as she traveled through the Mitakihara streets as a magical girl, but that was fine. Homura had long since dispensed caring about what random strangers thought of her. Her time magic could get her to wherever she needed to go undetected, but using that would mean revealing what she could do to Kyubey. And she didn't want it to know what all she was capable of unless it became absolutely necessary.

She pulled the nylon sack from her shield. It was still tightly closed, and the thing inside wasn't moving at all, though Homura could tell it was still in there. She punched the bag with her left hand. There was a high-pitched squeal, and then some movement. Had Kyubey fallen asleep in there? Well, that didn't matter.

She started in the direction of the Mitakihara harbor. Maybe it would just be easiest to just toss the thing into the sea and let the tide carry it away. Kyubey would be back – just like the cat in the song – but this would buy Homura some time. It would also be incredibly cathartic, and after the long day, Homura needed to blow off some steam anyway. As she was walking, Kyubey decided to try and engage her in telepathic conversation again.

_So, Homura Akemi, is it?_

While she was annoyed that this thing had somehow picked up her name, Homura didn't reply. Its words were poison, and any attempt at conversation with it was pointless. That, of course, didn't stop it from chattering away in Homura's head.

_You're clearly a magical girl, albeit not one I'm familiar with. I'm curious about that, as well as what exactly you're trying to do. I was simply scouting for potential magical girls. Were you trying to stop me from doing my job? How very strange you humans behave sometimes._

Homura didn't answer and tried to keep her mind as blank as possible. She kept striding on, staring straight ahead. Thoughts still crept into her mind anyway. It had occurred to her that this was a potential solution to keep Madoka from ever coming into contact with Kyubey: stowing him away in her shield. But there were two problems with that idea. The first was that she'd go mad listening to it all the time. The second was that she didn't know how long it would last. Either her magic would run out, or the thing would escape. Or both.

_Whatever you're plotting is likely a useless gesture, Homura Akemi. Stop and let me out of here. We can talk face-to-face and perhaps reach a mutually beneficial arrangement. Or at least establish some basic terms._

Homura, of course, would never make any sort of arrangement with this creature, but she did stop walking. She was standing in the middle of a tall bridge that crossed over the Mitakihara River. She knew this place very well – it was here where her very first encounter with a witch had been. Madoka had saved her that day. Now their roles were reversed, and Homura was the one taking action to save Madoka instead. She made her way over to the cement barrier and peered over the side.

Some thirty meters below, the river flowed swiftly. The sluice gates further upstream must have been open. Homura watched sunlight play on the water, appreciating the beautiful symphony of light and sparkles as the water rushed over the rocks, then chucked the bag over the side of the bridge as far as she could manage. It hit the water with a soft splash and was immediately washed away in the strong current.

 _Problem solved_ , she thought. _At least, for the time being. See you when you're back, Kyubey._

She did her best to direct that thought at the thing, but there was no telepathic response this time. She had never quite figured out of there was a limit to Kyubey's range for that, so she didn't know if he was now too far away from her or if he had simply given up on attempting to communicate with her. Well, that didn't matter. She had won one more day of Madoka's safety.

But she had to stay vigilant. Because of her experience in previous time loops, Homura knew that Kyubey wouldn't simply give up trying to trick Madoka into becoming a magical girl. It would hound her relentlessly, attempting to trick her into making a contract and condemning her to death or an even worse fate.

And Kyubey wasn't the only danger to Madoka's well-being. There was one more thing Homura needed to check before she went home to b apartment.

Homura made her way back to the Mitakihara shopping mall and took the stairs down to the unfinished floor that she had hunted Kyubey through earlier. It was dark and empty, and her footsteps echoed loudly as she walked through it, searching for any signs of a witch or another magical girl.

She held up her soul gem. It emitted the same soft purple glow it usually did. If the witch had been here, it was gone now. Killed or fled? That didn't matter much, though Homura knew she'd need to be careful. She continued to look around and even tried tentatively calling out. But she was alone. Mami Tomoe wasn't here either. Was she off trying to save Kyubey? Maybe he had already reached out to her for help. He had done in that past, after all, and Mami Tomoe was always happy to play rescuer.

As always, there were too many "what ifs." But Homura was used to that. And she could adapt.

She left the shopping mall and began to make her way home. Her work had only just begun.

**Notes for the Chapter:**

> This is going to be primarily a Mami-Kyouko fic with a secondary plot of Homura-Madoka. The two plots will interact, of course. I know Kyouko usually gets paired with Sayaka, but I wanted to try giving poor Mami some romance, and I know this pairing isn't entirely unheard of.


	2. Meeting and Reunion

It was late afternoon, and Mami Tomoe's search for a witch that had eluded her had taken her far from where she had originally begun.

When she had first encountered the witch in the unfinished wing of the Mitakihara shopping mall, she had unleashed her full power against it, quickly taking down many of its minion familiars and then confronting the witch itself. The battle should have been over then. Mami's victory seemed like a sure thing.

The witch, however, seeing that Mami wasn't such easy prey, had retreated. And it had led her on quite a chase since then. Every time Mami thought she was closing in on the witch, it moved on. She followed it past buildings, factories, parks, and through more than one residential neighborhood. She now found herself outside just outside the Mitakihara city limit proper, and it had been some time since she had spotted her enemy.

_Where has it run to now? If I keep going in this direction, I'll end up in Kazamino. That's where…no, don't think about that. That line of thought will only lead to pain, and there's no need to reopen old wounds. I need to focus on the witch. That's what matters._

She continued down the large avenue she had been walking along, passing by bustling shops and crowded restaurants as she did. Outside a ramen place, a mascot in a dog costume was passing out flyers, and the smell that drifted out was heavenly. But Mami didn't have time for any of that. She walked one more block to a large intersection. Across the street was a tall white office building with dark windows. Her soul gem glowed even more brightly as she approached it. Mami craned her neck upward and then back down to its front doors.

Here. The witch had fled to this building. Hopefully, Mami had it cornered this time.

The lobby of the building was dim, illuminated only by the hanging emergency lamps and the soft yellow glow of Mami's soul gem. It was deathly silent. The only sound she could hear was the tap-tap-tap of her footsteps as she walked across the marble floor. A woman in a blue dress was slumped over the receptionist's desk. Nearby, a man in a grey suit had collapsed to the floor, his arms splayed in different directions. Upon closer inspection, Mami could just barely make out strange red symbols on their necks.

This was surely the witch's doing.

She made her way into a side hallway and looked around as best she could in the dark. As she approached a turn in the hallway, she could hear heavy footsteps just around the corner. Had someone escaped being a victim of the witch? She made her way forward, but whoever it was heard her and called out.

"Huh? Who's there? Show yourself!"

At the sound of the harsh, but familiar voice, Mami peeked around the corner and blinked. She could scarcely believe who she was seeing. A teenage girl with long red hair tied by a black ribbon was looking around suspiciously. In her right hand, she held a shiny red soul gem. In her left, she held an open bag of popcorn crisps. Her clothing was worn and dirty, and she was the very image of a delinquent.

Here was her old friend and student Kyouko Sakura. Mami would never have forgotten her of course. Kyouko was the first magical girl she had been close to, the first she had fought alongside, and the first who had ever looked up to Mami as a role model.

Kyouko Sakura was also the first magical girl with whom she'd had nasty arguments and a horrible falling-out with. The first who had spewed such venom at Mami that she had scarcely believed what she was hearing. And the first who had left such a large hole that was never filled.

Mami fully stepped around the corner.

"Kyouko-san…"

"Mami," Kyouko scowled. Her lip curled, and she closed her fist around her soul gem. "Figures you would show up here."

"Hello to you too," Mami replied. "It's been some time."

"Not long enough if you ask me."

_It's just like when we parted, and she's become even more uncouth and crass, so very different from the girl who was once my truest friend. It's sad to see._

They had parted on bad terms, but this sudden encounter had lit a tiny spark of hope in Mami that maybe things that had happened in the past between them could be rectified. Kyubey had often told Mami that magical girls seemed to be capable of just about anything, so maybe reconciliation wasn't completely impossible. Seeing Kyouko had also opened a floodgate of old feelings for Mami – regret, wistfulness, and, most of all, longing for a close friend.

"It's still good to see you," Mami said.

"Humph," Kyouko said. "This is the edge of your turf, isn't it? Or maybe mine. Whatever. You going after the witch here?"

"Yes. I fought it on a lower floor of the Mitakihara mall, but it fled, and it seems this is where it's run to."

"Just because you attacked it first doesn't mean it's yours. It's here now, and I was here before you."

"I'm not looking to steal it from you," Mami said patiently. That had never been Mami's way with any other magical girl, let alone an old friend like Kyouko. "If you don't mind cooperating, we work together like we used to and take it down easily. I'd be more than happy to share the grief seed with you or even let you take it."

"You're the same as ever, aren't you, Mami? Always Miss Goody-Two-Shoes-Magical-Girl."

"Guilty as charged," Mami said with a bright smile, taking Kyouko's intended insult as a compliment.

"Fine. You can tag along for old time's sake. But don't get in my way or slow me down."

"I don't think that's likely," Mami said, pleased at this beginning. She held up her soul gem. "Shall we go find the entrance to the witch's labyrinth?"

"I'm pretty sure it's upstairs. But this is a tall building, and the elevator isn't working. Someone or something cut the power."

"Yes, I noticed how dark it is. Perhaps the witch is responsible. It wouldn't be unheard of for one to do something like that. Well, at least we've lights of our own."

"Uh-huh."

They walked down the side hallway. Another man was collapsed on the floor. Kyouko stepped over him and pressed on, but Mami stopped and checked for a pulse. She found one and also noted that the man also had the mark of a witch's kiss on his neck, just like the people in the lobby. Mami wondered aloud just how many victims the witch had gotten in this building, but Kyouko's reply was an indifferent shrug. Sighing, Mami caught up to her, and they walked on in silence for a bit before Mami broke it.

"How have you been?" Mami asked. "I've worried about you sometimes, being all on your own as you are."

"Nothing new with me," Kyouko said. "And I'm fine on my own. What about you? Still trying to save the world and drag other magical girls along with you?"

"Yes to the former and no to the latter. I haven't seen another magical girl since…well, since you."

"It's probably easier to stay in one territory than to constantly have to be on the move."

"I do wish there were more in Mitakihara though. It would be good to fight alongside another magical girl again."

"Witches getting to be too much for you to handle by yourself?"

"No. I simply miss the companionship."

"Useless. In the end, we have only ourselves and nobody else," Kyouko said. "Kyubey never bothered to mention that lesson, so some of us have to learn it the hard way."

"There's a bit of truth to that, I suppose."

"There's more than a bit, Mami."

Kyouko emptied the bag of crisps into her mouth and slid the empty bag into her pocket. Her cheeks were so stuffed with food, that she looked a little like a squirrel that had just finished packing food into its mouth and was going to store it in its nest. Mami almost laughed at that but settled for another smile instead. Kyouko moved the gob of food around a little in her cheeks, then swallowed and pulled out a pink box of Pocky sticks.

_Ah, Kyouko-san. You say I'm 'the same as ever,' but that's largely true for you as well, isn't it?_

"You really ought to chew your food thoroughly before swallowing," Mami said. "It's meant to be eaten, not inhaled."

"Yeah, yeah," Kyouko said dismissively. She tore open the box of Pocky and held it out to Mami. "Want one?"

"No, thank you."

"More for me then." She stuck a Pocky stick in her mouth.

"You shouldn't consume so much junk food. It isn't healthy."

"Mami, let's discuss each other's diets _after_ the witch is gone."

"Point taken," Mami said. "Look, here's the stairs."

They made their way up the dark stairwell, passing by another victim of the witch who had collapsed on the first-floor landing. The witch had certainly taken quite a few victims in the short time it had been in the building. Or, at least, it was trying to. Mami would see to it that it wouldn't make a meal out of innocent people.

"How we gonna do this?" Kyouko asked behind her as they walked up the stairs. "Check every floor until we find the witch?"

Mami stopped and turned around. "That would take a while, wouldn't it? I suppose we just make our way up until our soul gems show we're at the floor with the entrance to the witch's labyrinth."

Kyouko groaned, clearly not liking the idea of a long search. But then, Kyouko had never been too patient, even before tragedy had struck her family. Had she been patient when she was a regular girl? Mami figured probably not.

Their soul gems seemed to glow fairly brightly on the third floor, so they exited the stairwell and found themselves in a large open office full of desks. It was dark here too, and there were more people slumped over the desks or lying on the floor. A bit of movement caught Mami's eye, and when she turned toward it, she saw the barest outline of someone hiding under a table. Tapping Kyouko on the shoulder, she pointed toward it, and they both went to investigate. A man was sitting and curled into a little ball under a large table with a fax machine on it. He looked up at Kyouko and Mami in utter terror as they approached him.

"Stay away!" the man cried, holding up his hands and cringing.

"Don't worry," Mami said, kneeling to address him. "We're not going to hurt you. We'll keep you safe." Behind her, Kyouko made a disgusted noise. Mami ignored it. Hopefully, the man would too.

"B-But the...the other girl …" the man said. His lip quivered. "The girl with the lantern…"

"Is that the witch?" Kyouko asked. "I thought normals couldn't see them."

"No, he isn't talking about the witch," Mami said, shaking her head at Kyouko. "Neither the witch or any of its familiars look like that." She turned back to the man. "What girl with a lantern? Tell me. It's alright. She can't hurt you."

"S-She can though," the man said. He lowered his hands and shook his head. "There was another girl here, about the same age as you two, wearing a fancy dress. She had a lantern and a large knife. She…she stabbed Nobu with it. And now he's dead. He's dead, and I did nothing while she killed him…"

"That almost sounds like a magical girl," Mami remarked to Kyouko. It would make sense that another had shown up, given the witch's presence.

"Lovely," Kyouko groaned. "Another magical girl gunning for the witch. Just what I needed."

"But why would a magical girl attack a regular human?" Mami wondered. She had never known any magical girl to do anything like that, even the greedy ones. It didn't make sense.

Kyouko shrugged. "Who knows? Maybe the witch possessed him and sent him after her, so she fought back in self-defense."

"Perhaps. It's still a bit troubling, regardless."

"What's more troubling is that if there's another magical girl here, then she's gonna beat us to the prize. C'mon, Mami, we've wasted enough time with this guy. I'm going ahead, whether you're coming or not."

"Alright, alright." Mami turned back to the man and smiled at him. He had been pressing his palms to his forehead, ignoring Mami and Kyouko's conversation that undoubtedly meant nothing to him. The poor man was traumatized. "Your friend's death isn't your fault. We'll see to his assailant and any other dangers here. Stay hidden. It'll be over soon, I promise."

Mami didn't bother sharing the rest of her thoughts on the situation and that what the man told her slightly perturbed her. Still, the idea of meeting a new a magical girl was an enticing one to her, even one who had allegedly caused trouble.

 _Surely there's got to be a misunderstanding_ , she thought. _Magical girls don't just attack innocent people for no reason. Perhaps Kyouko-san's explanation is correct. Or perhaps it's not really another magical girl, and what the man saw was an illusion that the witch created, something to make the man think his friend was dead and drive him to despair._

She caught up to Kyouko and tried to broach the subject with her, but Kyouko insisted that all she cared about was getting to the witch and the grief seed first. She was nothing if not focused. They made their way to the opposite stairwell in silence and continued upward.

On the fifth floor landing, their soul gems glowed even more brightly. The witch was somewhere on this floor. They started down another hallway, this one with several doors on either side and a larger one at the far end. They were deliberating which door to check first when both of their soul gems suddenly went dark, like candles being blown out.

"Crap!" Kyouko exclaimed. "Don't tell me that other magical girl got the witch already."

"If there is truly another one here, then perhaps the witch retreated again after she attacked it," Mami suggested. "Based on my experience earlier today, that wouldn't be out of character for it."

"To hell with it all either way," Kyouko said. She pointed an accusing finger at Mami. "This wouldn't have happened if you hadn't farted around jabbering with that guy downstairs and held me up."

"I hardly think that would have made a difference, Kyouko-san."

"Well, we're never gonna know, are we?" Kyouko tossed her soul gem up into the air and transformed in a flash of red light. She reappeared wearing a dark red dress with ruffles and wielding a long spear, just as Mami remembered her.

"There's little point in transforming if there's no witch to fight," Mami said.

"There might be another magical girl to fight though," Kyouko said, twirling her spear.

"I hope you're not intending to steal a grief seed from her," Mami said. Did Kyouko Sakura do that now? It wasn't unheard of for magical girls to fight over grief seeds, but that was not the kind of fight Mami wanted to be involved in, nor did she want to see one happen under her watch.

"Gonna play it by ear." And with that, Kyouko stormed off down the hallway.

Mami sighed and transformed as well. Kyouko might have been intent on fighting, but Mami was intent on the opposite. If things got out of hand, she could tie one girl or the other (or both) up with her ribbons and end any conflict quickly.

_Hopefully, it won't come to that._

She followed after Kyouko, just as determined to stop trouble as Kyouko was to start it. Kyouko kicked down one door and then another with Mami doing her best to keep up. Finally, they found themselves in what looked like a locker room, with rows of large steel lockers along the walls. Some light leaked in from a nearby window, so it wasn't as dark as the hallway had been.

A girl in a sleeveless dark green dress stood in the center of the locker room. The dress was that of a magical girl's; it had white lacy adornments on it, and even a hood that fell over the girl's back. In the girl's left hand, she held a large kitchen knife. In her right, she held a little iron lantern that glowed with a soft green light. Her hair was the same color as her dress and was tied into a neat ponytail that fell over the front of her right shoulder. She looked a little younger than Mami, perhaps a second-year middle school student.

The girl had turned sharply when they burst in. She seemed ready to fight at first, but when she saw Mami and Kyouko, she relaxed a little, studying them both with an empty expression after attaching the lantern to her belt. "You're too late. I already killed the witch."

"Yeah, we noticed," Kyouko said, frowning at her.

"Well, then at least it won't bother anyone anymore," Mami said with a cheery smile, hoping she could keep things calm before Kyouko jumped in and attacked the girl over the grief seed. "And I'm glad it didn't get away a second time. May I ask your name, please?"

"You may."

Kyouko made a "heh" sound, and Mami sighed. It had been too long a day to deal with this sort of nonsense. "I'm Mami Tomoe. She's Kyouko Sakura. What's your name?"

"Anzu Anzai."

"Good to meet you," Mami said, inclining her head some. That was better. Of course, there was something they had to go over before Mami would extend an offer of friendship, something that concerned her far more than the grief seed. "One small matter, Anzai-san: a man downstairs told us that a girl with a lantern attacked and killed one of his colleagues. You seem to be the only girl in this building who fits that description."

"And…?"

"And did you attack someone here or not?"

"Yes. The witch and its familiars."

Kyouko snickered, and Mami tried to control her exasperation. "I mean, did you attack a regular human here?"

"I did."

Mami blinked. She had expected the girl to offer some reasonable explanation or at least outright deny it. "That's terrible. Why would you do something like that?"

"Because I could."

This time Kyouko laughed out loud, a coarse and derisive sound. Mami hoped to goodness that this girl was simply messing around with them. "If you're trying to be humorous, Anzai-san, your attempts are falling flat."

"I don't know," Kyouko said. "Maybe she has a future in comedy if she doesn't make it as a magical girl."

"I don't like jokes," Anzu said. She looked at Mami, then Kyouko, then Mami again. Her green eyes looked unsteady and unfocused and almost seemed to move in different directions independently. "I guess magical girls can be a bit scary to ordinary humans."

"That's true, but I don't see what it has to do with anything," Mami said. "Nor does it excuse your behavior. There are standards that we as magical girls have to uphold. We can't simply attack random people without justification. We exist to bring hope to people, and how can we do that when we attack bystanders on a whim?"

"C'mon, Mami," Kyouko said. "Are you seriously gonna stand here and lecture all day about the ethics of magical girls?"

"You're starting to bore me," Anzu said to Mami. She turned to Kyouko. "And you. Quit laughing at me."

"Can't help it. You're kind of funny."

"I am not," Anzu insisted. Her eyes narrowed. "I am perfectly normal."

Kyouko smirked. "Nah. You're a magical girl, and that's about as far from normal as you can get."

Anzu hissed through her teeth and pointed her knife at Kyouko. "Are you trying to pick a fight?"

Kyouko immediately assumed a fighting stance and brandished her spear at Anzu. "The hell is your problem? But yeah, maybe I am trying to pick a fight. I'd be happy to stomp you into the ground and relieve you of that grief seed you swiped."

"Is that so? Just try it. You wouldn't be the first—"

"Ooh, you're real scary. I'm shaking in my boots."

"Don't you talk over me!"

"That's enough!" Mami cut in sharply, trying to sound as authoritative as possible. "From both of you!"


	3. Escape

Mami's intervention worked. Both Anzu and Kyouko stopped snapping at each other and looked over at her. Neither girl lowered her weapon, however, and the tension was still too high for Mami's liking. Either one of them could spring forward at any second.

_I have to keep them from trying to kill one another over nothing. This is not how this was supposed to go at all, and I doubt anything can be salvaged from this mess. And here I thought there was possibly a new friend to be made or reconciliation with an old one. Such a shame._

"Look," Mami said. "Let's all step back, take a deep breath, and calm down. There's no need for any hostility here. The witch is gone, and we're not going to fight over the grief seed or any perceived and unintended insults."

"We're not?" Kyouko asked.

"We're _not_ ," Mami said firmly, hoping her message sunk in. She turned to Anzu Anzai. Ordinarily, she'd have taught this girl a lesson herself, but Kyouko's presence complicated things. She knew Kyouko would use such a situation to her advantage and cause even more problems, and enough blood had already been shed. Mami hated it when magical girls fought each other. It should have been something that occurred only as a last resort and diplomatic options had failed.

"Given how awkward things have become, I'll forgive what you did here today," she said to Anzu. "But you need to reflect on the potential consequences of your actions. I don't know if you're new to this and simply got excited or were forced to do what you did out of necessity, but I for one won't tolerate such behavior from other magical girls."

Anzu said nothing. Mami couldn't even tell if she was looking at her still or not; her eyes diverged and wandered randomly.

Kyouko grunted. "You're wasting your breath, Mami. I'll take care of her. Then she gets punished, and I get a grief seed. Two problems solved at once."

"No," Mami reiterated. "Really, there's no reason for any of us to remain here, so perhaps it's best if we all leave and go our separate—"

"Well, well, well. Look at what we got here."

All three girls looked over as a tall man in a grey suit flanked by two other men stormed into the locker room. Mami immediately tagged him as a boss of some sort and his entourage as henchmen, noting the guns attached to their hips. The boss had a large potbelly and greasy hair, and he walked with an air of authority and confidence. He pulled off his dark sunglasses and glared at the three girls.

"After you punks hit this place the other day, you thought I was gonna let it happen again?" he asked. "Is that it, huh? First, some brat in a purple Halloween dress sneaks in here and makes off with a bunch of our weapons – yeah, the cameras caught her briefly – then three more of you snots show up and now half my crew is knocked out or something. You kids need to learn something: little girls who come to places like this pick up bad habits, dying being the chief one. I don't put up with this crap."

"I beg your pardon, sir," Mami said, bowing deeply and trying to sound as reasonable as possible. Two bad situations she had to defuse in the space of ten minutes? This day was just going from bad to worse. "There was a problem in this building that only we three could deal with and presented a dire threat to everyone present. However, the danger is past, so with your leave, we will gladly—"

"Look," the boss said. "I don't care what you twerps think you were—"

The boss's words were suddenly cut off as Anzu darted forward, quick as a snake, and stabbed him in the stomach. He collapsed to knees, clutching his wound, blood running between his fat fingers. The two henchmen who flanked him looked at their boss and then Anzu in stunned surprise.

"We were talking earlier," Anzu said. Blood dripped from the blade of her knife. "And that's twice you've interrupted, not to mention all the names you just called us. How very rude."

"Hey!" Mami exclaimed. "That was unworthy of you, Anzai-san."

Next to her, Kyouko shook her head. "She did shut him up though, you gotta admit that."

"You're not helping!"

"Wasn't trying to."

"Gah…get them!" the boss ordered his henchmen with a struggled gasp. "Kill all three of those girls. Now!"

The henchmen drew their pistols and immediately fired, the gunshot bangs echoing loudly in the locker room. Mami and Kyouko immediately leaped aside, dodging the bullets. Out of the corner of her eye, she saw Anzu step aside and vanish entirely.

_Well, so much for getting any assistance from her._

Mami twirled back around and conjured two Flintlock muskets, one in each hand. She aimed them at the henchmen's guns' barrels and fired two shots, each one hitting its mark and blasting the guns out of the criminals' hands. Two chunks of ruined metal hit the floor with a pair of loud thuds. The thugs looked at her with their mouths hanging open in shock.

Mami didn't give them a chance to regroup though. She tossed the muskets aside, and with a wave of her hand, red ribbons wound around the two men, binding their arms behind their backs. Both of them struggled against their bonds, but that was useless, of course. Mami's ribbons were like steel cables. Mami didn't ordinarily use her powers against regular humans, but she had no qualms about doing this much to those who weren't innocent friendlies. Thankfully, the thugs didn't seem to realize what, exactly, they had decided to tangle with.

With his henchmen subdued, Mami stepped over to check on how their boss was doing. He was still writhing on the ground, the front of his shirt stained with a dark red blotch. He was breathing heavily and looked up at Mami with gritted teeth.

"Ugh, what are you, you nasty little…"

Mami snapped her fingers and conjured up more ribbons. Some of them tied the boss's hands behind his back. The others wrapped themselves around his stab wound like a bandage.

"That will stop the bleeding and keep you in place until you can be properly treated," Mami said. She leaned down for a closer look. "It appears that your wound wasn't too deep. Be grateful for that much." She stood up and turned to Kyouko. "Speaking of which, did you see where Anzai-san went?"

"Don't know, don't care, and good riddance anyway," Kyouko said. "She probably got the hell out of here, something we also oughta think about doing, Mami."

"Yes, you're right, especially now that all the witch's victims seem to be coming to. But what shall we do about them?" Mami gestured at the boss and his tied-up henchmen.

"Who cares?" Kyouko asked. "They're not going anywhere, thanks to you. They can sit here until someone else shows up. It's not our problem."

That attitude didn't bother Mami as much as Anzu killing an ordinary human, but it still irked her. She didn't want to have to deal with Kyouko's insolence and callous indifference on top of everything else. She started to explain to Kyouko the problem with that, but Kyouko simply crammed another Pocky stick into her mouth and insisted she didn't want to hear it. The stared at each other in silence for a moment – Mami wearing an angry look and Kyouko looking annoyed – before they were interrupted by someone else.

"Boss!"

Mami and Kyouko looked over as another man rushed frantically into the locker room, yelling and flailing his arms wildly.

"Boss!" the man screamed. He stopped and looked down at his wounded boss and two tied-up henchmen. "Boss…? Oh my god, what's going on? Are we being raided?"

"Your boss is indisposed," Mami said. "He was injured in a fight. I suggest you seek out medical attention for him."

"W-Who are you?" the man asked, looking at Mami and Kyouko in terror. "Are you…with the cops or something?"

Kyouko snorted. "Ha! Good one."

_Well, at least someone finds this ruckus amusing. Still, I suppose harsh laughs are better than scowls and snipes._

"We're just a couple of magical girls," Mami said.

The man stammered in confusion. "Magical girls? I don't know...what is…"

"Never mind."

"Uh, okay. But…but the boss! And the building is on fire too…"

Mami looked at him with a start. "Wait, what do you mean the building is on fire?"

"I don't think it's too bad yet, but still…" the man said. "I don't remember what happened…I just woke up and there was smoke coming out of the elevator shaft…"

"How in the world did a fire start here?" Mami asked.

"I'll give you two guesses," Kyouko said crossly.

"Do you mean Anzai-san? That makes no sense. Why would she do that?"

"The little grief seed thief probably didn't want us coming after her."

"I suppose we'll have to speculate later." Mami turned to the man who had run in. "Can you evacuate everyone from the building before the fire spreads and gets out of control?" She and Kyouko could possibly do so, but that was risky, even if Kyouko was willing to help.

"I…I already called emergency services…that was the first thing I did...they're on their way…the boss is gonna be so mad at me…but I had to…"

Anything else the man was going to say was cut off by the deafening ring of an alarm bell. All of them covered their ears. The bell ceased ringing, and then the emergency lights started flashing. Before Mami could say anything, it started ringing again.

_I suppose that's to get people's attention. It's still annoying._

Mami wondered if she could conjure makeshift earplugs with her ribbons. While she tried to console and calm down the frantic man, Kyouko stepped over to the window and looked outside. "Uh, Mami?"

"What is it, Kyouko?"

"The emergency guys are already here. They just pulled up to the building. Looks like at least some folks don't waste time."

_Good. Nobody else will die, and anyone injured can get the help they need. It's time Kyouko and I make our exit before we're spotted. There's nothing more we can do here._

"Watch over them!" Mami yelled at the man, pointing at the boss and the subdued henchmen. She waved her hand, and all the ribbons around vanished, except for the boss's makeshift bandage. None of the men moved or tried to take any further action against Mami. "But don't take any chances, because help is already here! You'll make it through this, I'm certain of it!"

"Uh…okay!" the man yelled back. "What about you two?"

"We'll be fine!" She turned to Kyouko. "Ready, Kyouko?"

"What's the plan?" Kyouko asked.

"We can't go down," Mami said. "Not if people are coming to and emergency personnel or firefighters are coming in. Even using a side exit might get us spotted."

"Well, we can't stay here, Mami!"

"Right." Mami nodded at her. "Rooftop. Now!"

Mami and Kyouko took off running out of the room and into the corridor. The covered the distance in an instant, then turned a corner into another hallway. At the far end, Mami could just make out the sign for the stairs.

"Up!" Mami yelled. The two of them raced up the stairwell, running faster than normal humans, taking two or three at a time.

Mami didn't bother counting the stairs or floors. They would know when to stop. After so many flights of stairs, they finally reached the top. When they went through the door, however, they didn't find themselves on the roof of the building. They were in another hallway.

They made their way through a large pair of ornate double doors into a lavishly decorated office with floor-to-ceiling windows on one side. An antique desk occupied the far end, while rows of shelves with papers and folders and books lined the walls behind it. It was completely deserted.

"It looks like this is just another office," Mami said. Looking around. "Where's the stairway to the roof? There has to be an access for maintenance…"

"Mami," Kyouko said, pointing. "That building over there is pretty close by. Knock out that window there, and we should be able to jump over to its roof."

"Good idea, Kyouko-san. And I can even do you one better. We won't have to jump."

Mami conjured up a Flintlock pistol and fired a single shot at the window, shattering it apart instantly into several large pieces. With a quick wave of her hand, she conjured up a number of ribbons and sent them to pull the glass shards back into the building so that they wouldn't hit anyone on the street below. Ahead of them, the other building loomed, its roof only a few stories below where they were.

Mami pointed her hand and fired a length of ribbon across the gap between the two buildings. It twisted and twisted around itself until it formed a thick yellow rope. She gestured again, and one end of the ribbon attached itself to the window ledge next to them while the other attached itself to the edge of the other building's rooftop.

Gesturing to Kyouko to follow her, Mami quickly darted out across their makeshift tightrope, gracefully taking each step and being careful not to fall – they were many stories up, after all. Mami hoped it was high enough that nobody who chanced to look up would spot them. Far below, she could see the flashing red lights of the ambulances, fire trucks, and police cars that had arrived. On either side of her, buildings rose up, some whose roofs she could see and others that towered over even the one they were in. Far in the distance was the familiar skyline of downtown Mitakihara.

As soon as she and Kyouko were safely on the other building's roof, Mami waved her hand one more time and their tightrope ribbon vanished. There were two flashes of light, and both appeared as ordinary teenage girls once again, Mami in her school uniform and Kyouko in her shorts and hoodie.

"It looks like we're clear," Mami said.

"I guess," Kyouko said. She slammed her fist on an HVAC unit. "I can't believe that girl made off with the grief seed though. It pisses me off."

"There will be other witches and more grief seeds," Mami reassured her. "You've been at this long enough to know that's the case."

Kyouko muttered something under her breath that Mami didn't catch. She decided to ignore it, as it probably wasn't anything she'd have appreciated hearing anyway.

"I'm a little more worried about Anzai-san's actions," Mami said. "What would drive a magical girl to do such things?"

"Maybe you didn't notice, Mami, but the guys in that building weren't exactly model citizens," Kyouko said. "And they definitely weren't running any kind of legitimate business in there either."

"Yes, I surmised as much, and that does put Anzai-san's actions in a different light, but if that's what she was doing, well, dealing with that sort of trouble should really be left to the police," Mami said. "Magical girls becoming involved in any kind of anti-criminal vigilante activity could be problematic."

"That's a pretty fancy way of saying there'd be issues if the cops found out about us."

"Yes," Mami said. "And the boss there seemed to imply that yet another magical girl had visited that building previously, given his description of the girl he saw on their security footage. That's a little concerning as well."

The boss had recognized Kyouko, Anzu, and Mami as being like the girl he mentioned far too quickly. But if that was true, some other things didn't add up. Why would a magical girl break into a criminal hideout to steal arms? Magical girls had their own weapons; there was no reason for them to go and procure ordinary human weapons. Was she attempting some sort of vigilante activity too? Or was there something else going on? Had this second magical girl involved herself with a rival gang and was now getting weapons for them? Were she and Anzu Anzai working together? Mami had more questions than answers, and she didn't like it.

Kyouko shrugged. "Nothing much you can do there unless you want to go back into the building and find the video yourself."

"And obviously that's not an option, even if the security footage survives the fire," Mami said. She looked back at the white building once again. On the ground, paramedics were placing some people onto stretchers. Others who weren't as badly injured were being treated then and there. "I hope everybody in there is able to make it to safety. Nobody deserves to die like that, not even criminals."

"Meh. Who cares?"

"You aren't worried about them?" Mami asked. "All the people who were hurt or might be hurt?"

"No, I'm not too broken up about it, 'cause that's how life goes," Kyouko said.

Mami was about to explain what that sort of attitude would lead to, but Kyouko cut her off before she could.

"Mami, before you say anything or start judging me, let me remind you that while I'm not like you, I'm still different from everyone back there, including that other magical girl. I don't mess with normals for kicks, not even ones like those guys in that building. I just do what I do, like stealing food, to survive."

"Stealing food?" Mami blinked, scarcely believing what she was hearing. She immediately pushed aside all thoughts of the building, the people in there, and other magical girls. "Is that what you've been reduced to?"

Kyouko hesitated. "Uh…well, yeah…but what do you care?"

_She feels like she's said too much now._

"I still care about you," Mami said. She placed her hand gently on Kyouko's shoulder. "Despite everything that happened between us. No, because of everything that happened between us, the good and the bad. Because of the friendship we had. I don't want to see you in dire straits, and desperate living is no way to live."

"It's none of your business, Mami," Kyouko mumbled, turning away and brushing Mami's hand off of her.

Mami disagreed. An idea suddenly occurred to her. It was a long shot, but if it worked, it would make Mami the happiest she'd been in months.

"Why don't you come back to my place?" Mami asked. "I'll make you something to eat. Just like I used to, remember? And you can take a bath. It's been quite a day, after all."

Kyouko looked back at Mami, chewing her lip. Mami gave her a moment to decide, hopeful that the offer of a meal might break through the wall that was Kyouko's stubborn pride and cynicism. Finally, Kyouko exhaled a sigh.

"Well, I'd hate to turn down free food, especially your cooking," Kyouko said. "But I can do without the bath."

"That's part of my terms," Mami said, chuckling. "I don't know how to say this without sounding mean, but…you don't smell good, Kyouko-san."

Kyouko raised her arm and sniffed herself. "What are you talking about? I don't smell like anything."

"Sometimes it's difficult to notice these things about ourselves. But trust me on this one."

"Ugh, fine," Kyouko acquiesced, rolling her eyes. "I'll take a stupid bath. It's been a few weeks anyway. But Mami, seriously, just call me Kyouko. That's part of _my_ terms. Okay?"

"Of course, Kyouko." Mami smiled widely. Ever since she had become a magical girl, her existence had been a daily cycle of solitude and loneliness. Breaking that cycle for even one day was like finding an oasis in the desert. And calling Kyouko simply by her name made Mami feel like the huge gap that had sprung up between them was narrowed just a little.

Kyouko nodded. "Good. I hate all that formal crap. Let's go."


	4. Mami and Kyouko's New Arrangement

Kyouko, who was the very image of a delinquent middle school girl, looked hilarious in Mami's pink bathrobe. And when she commented on how fuzzy it was and how it clashed with her red hair, Mami couldn't help herself; she broke out in laughter. Kyouko joined her in that. It was a wonderful feeling and something that Mami wanted to hold on to. It gave her optimism that, just maybe things could be different. Sure, Kyouko had changed, but who wouldn't after going through what she had gone through?

It made the little glimmer of hope inside Mami grow larger and brighter.

While Kyouko had bathed, Mami had prepared dinner for her. She'd made fish, soup, and tea – all things that Kyouko liked – and added a small lily to the plate as decoration. She couldn't imagine that Kyouko's diet had included decent food lately, so she did her best to provide something wholesome, healthy, and filling.

And when Kyouko was done with her bath and sat down at the little table by the window, she whistled, impressed.

"Wow," Kyouko said, looking at the spread in front of her. "You pulled out all the stops, huh?"

"Well, it's your first visit in a long time," Mami said, taking a seat across from her. "I wanted to make sure it was good."

"Looks delicious to me. And I'm starving. Time to dig in.'" And she did just that, shoveling the food into her mouth with gusto.

Mami rested her chin in her hands and chuckled at Kyouko's enthusiasm. "There's also dessert, chocolate cake. But that's for after you finish everything."

"I'm not a little kid, Mami," Kyouko said, her mouth full of food. "You don't have to bribe me to clean my plate." She swallowed and briefly looked up. "Aren't you gonna eat?"

"Later. I'm not hungry right now." The number of things on her mind had diminished her appetite.

Kyouko shrugged and went back to her meal. Mami got up and collected the clothes Kyouko had strewn around her apartment, humming as she did. Sure, Kyouko had just tossed them wherever, rather than neatly folding them or putting them in the hamper, but Mami didn't mind.

"You know, if you like, you're welcome to stay here for a night or to," Mami said, as she stepped back over to the table. She held up the small pile of Kyouko's clothes. "And I'll wash these for you."

Kyouko stopped eating and looked up again. "Eh? What for?"

"They're filthy. When was the last time you had them laundered?"

"I don't know. They seem fine to me."

"They're anything but fine. They're covered in grime and also in dire need of mending. This seam here has split, see? The zipper on your hoodie is broken. And some of these edges are badly frayed."

"Yeah, whatever. That's what happens when you sleep in the gutter. And besides, not all of us are lucky enough to have closets full of nice things to wear."

"It doesn't have to be that way though. You can stay here with me." Mami nodded at Kyouko's clothes. "And you don't have to wear these, either. We're about the same height, so I'd be happy to give you some of my clothes. Or we can go shopping and buy new clothes for you. I know it's been difficult for you, so please, let me help out and—"

"I was right. You haven't changed a bit, Mami. Is this why you brought me back here again? Because I'm some poor, dirty orphan girl who lives on the streets? Is that all I am to you? A stray dog you feel obligated to take care of because you don't think it can look after itself?"

"No," Mami said. "I know very well how self-sufficient you are. You have to be to live the way you do."

"Humph," Kyouko said. "Why are you going through all this hassle for me?"

Mami hesitated. She had to choose her words carefully. "Because I care about you. And because what you are to me is…someone I used to be friends with. Someone with whom I'd like things to be as they were before."

"Things will never be like they were before," Kyouko said with a heavy sigh. "There's no going back, not for anybody."

"We can't change the past," Mami said. "But we can control how we move forward."

"What you want isn't going to happen, Mami."

"Then, at least let me help—"

"I don't need your charity. So stop acting all selfless with me."

Mami stared down at the pile in her hands. Her little glimmer of hope was suddenly in danger of being extinguished entirely. This wasn't how things were supposed to go. She and Kyouko weren't supposed to argue and fight. Kyouko was supposed to come to Mami's apartment and eat cake and drink tea with her while they laughed and smiled and talked about all sorts of things. Then Mami wouldn't be alone, and Kyouko would go back to being the sweet girl she once was.

"It's not charity," Mami said quietly. "I don't have entirely selfless motives."

"Huh?" Kyouko put on a strange half-smile. "If you're expecting me to pay you for supper, that's not gonna happen either. Just give me my duds, and I'll leave."

"No, don't. Please, Kyouko. I want you to stay."

"Why?"

"Because…well, you don't understand…" Mami dropped Kyouko's clothes. She sat down next to her and looked at her, trying to figure out how to say what she wanted.

"What?" Kyouko raised an eyebrow. "What don't I understand?

"It's just…" Mami fumbled for words, but none came. How was she going to even begin explaining the constant loneliness and despair she felt after their falling out and how desperately she wanted a friend like Kyouko again? After everything that happened, Mami couldn't outright lie to her, but just coming out and saying it was proving more difficult than fighting any witch. She just sat and looked at Kyouko as a lump built up in her throat.

But Kyouko was as impatient as ever. "Come on. What's got you so bothered all of a sudden? Don't tell me it's that magical girl we ran into today. Look, I know you've always been kinda soft when it comes to other magical girls, but if you're worried about someone like her nabbing your territory, then you've lost your edge."

Mami tried to reply, but it was all too much, and the tears began flowing, despite her efforts to hold them back. It was a sign of weakness, something that would disgust Kyouko, but she couldn't help it. She was tired of being alone. It wore on her like nothing else.

"Don't start the waterworks, Mami," Kyouko said, rolling her eyes. "It's embarrassing for both of us."

"I'm sorry," Mami sniffed. She decided to take the out Kyouko had inadvertently offered. It wasn't honest, but maybe it would be a way to convince Kyouko to stay. "Yes, it's a bit worrisome to me that a strange magical girl has shown up out of nowhere and is making trouble. It would be nice…if I could seek her out…go over some things and figure out what exactly happened today…"

"And then what? Are you gonna try and make friends with her or something? Get her to reform? Or just run her out of town?"

"I don't know yet…but maybe if we both talked with her, she would at least listen…and she might be less likely to become hostile and explain her actions some…"

Kyouko snorted. "Mami, you're out of your head. Here's your explanation: she's a pain in the neck and tried to cause as much trouble for us as possible so she wouldn't lose the grief seed. What makes you think she'd listen to anything we have to say?"

Mami chuckled in spite of herself. "Is it…'we' and 'us' now?"

"I didn't mean…oh, fine. Since this is such a big deal to you for some reason, I'll stick around a little while. As a favor. Don't say I never did anything for ya."

Mami looked Kyouko through her tears. "You…you mean it?"

"Just for a few days," Kyouko said firmly, tapping the table for emphasis. "Until things have calmed down and we're certain that other magical girl isn't a problem, 'cause I sure as hell don't want her coming to Kazamino either. After that, I'm out of here." She paused. "You'll keep feeding me, right?"

Mami smiled. She pulled out a handkerchief and wiped at her eyes. For the first time in forever, her heart felt a little lighter. Even if Kyouko's presence was only short-term, it still came as a relief. "As much as you can eat."

"Good. Ugh, blow your nose, Mami. You're a mess."

Mami laughed. "Now we're two peas in a pod."

"No. I'm clean because I took a bath. You insisted, remember?"

Mami decided to join Kyouko at the table and eat her dinner as a sort of celebration of their new arrangement. Kyouko probably didn't see it that way, but Mami sure did. But as she sat and ate (just a bowl of rice porridge, her tummy felt too topsy-turvy for anything heavier), their conversation died. Mami tried to think of something else to say, but nothing came to mind other than magical-girl-related topics.

_That can't be all that we have in common._

But Mami couldn't get seem to come up with any new topic, and they lapsed into an uncomfortable silence. Kyouko turned and stared out the window. Mami looked too, taking in the lit-up cityscape of Mitakihara set against the night sky. It was pretty late at this point, but many places were still open, and there would still be people out there going about, shopping or dining or working. Mami had glimpsed them many nights when she had gone on patrol searching for witches and familiars. Seeing people talking and laughing and working together reminded her of her solitude and made her heart ache.

She wondered how Kyouko handled it. Kyouko seemed to be much stronger about that sort of thing than she was. Mami almost considered asking her, but she knew what sort of response she'd get. And she didn't want the two of them to be drawn into an argument, especially not right after Kyouko had agreed to stay with her.

_Ding-dong!_

Mami was startled out of her reverie by the sound of her doorbell.

"Late night package delivery?" Kyouko asked.

"Unlikely, but I think I know who it is." Mami went to her front door and opened it to find exactly who she expected: Kyubey sitting on her welcome mat, happily looking up at her, his fluffy white tail wagging behind him.

"Hi, Mami!" he chirped. How exactly had he managed to ring the bell? Probably magic.

"Ah, there you are," Mami said to him. "I was wondering where you had vanished to all day."

"I was off searching for potential magical girls, of course."

"Of course," Mami agreed.

"And for once, I found a few."

That piqued Mami's interest. "Oh?"

"Yes, but there were issues. That's why I'm late getting back here." He followed Mami back into her apartment.

Mami chuckled. "Sounds like we both had an eventful afternoon."

With no other magical girls around, Kyubey had often been Mami's only source of company. But while he was friendly enough, he was no substitute for human friends, especially girls her age. She had once asked him constantly about possible new magical girls, but he would reply that he hadn't located any, and Mami had eventually ceased asking, tired of the constant disappointment. So, to finally hear that Kyubey had found some potentials made Mami's heart flutter. First, she had been reunited with Kyouko. Now, if there were new magical girls, then maybe Kyouko would be willing to remain in Mitakihara to serve as a mentor for them alongside Mami.

Mami could just see it: a quarter of magical girls. Or perhaps even a quintet! They could work together, battle witches, and help people. They'd be close friends, share their dreams and hopes and fears with each other. Mami would be surrounded by true companions and never find herself alone.

Of course, that was silly. Reality rarely matched one's fantasies. And even disregarding the fact that Kyubey had mentioned he had run into issues, there was no guarantee that these girls would make a contract with him, at least, no anytime soon. Becoming a magical girl was not something someone took lightly or rushed into, except under extenuating circumstances. Furthermore, given how much Kyouko's attitude had changed, she was unlikely to welcome any new magical girls into her life.

"Look who's here," Mami said as she returned to the back of her apartment.

Kyouko looked over and nodded. "Kyubey."

"Hello, Kyouko." Kyubey hopped up on to the table and tilted his head. "I didn't expect to see you here at Mami's apartment. Are you two working together again?"

"Temporarily."

Mami sat back down across from Kyouko and nodded. "Yes. We ran into a rather troublesome magical girl today, so we're going to cooperate and find the best way to deal with her so that she doesn't cause any problems."

"I see. Incidentally, I had trouble with another magical girl today too."

Mami set down a plate of food for Kyubey to eat. "Oh? What happened?"

"She attacked me. I only barely managed to escape." He leaned down to take a few bites of food.

"You?" Kyouko asked. "Why would Anzu attack you?"

Kyubey paused his eating and looked up. "Do you mean Anzu Anzai? Is she here in Mitakihara?"

"Yup. At least, she was this afternoon. She ran off with a grief seed before either Mami or I could do anything."

"Ah, interesting. Her presence in this city is unexpected too. However, it was a different magical girl who attacked me: Homura Akemi."

"So there's another new magical girl in Mitakihara?" Mami asked. This day had been one surprise after another. "And she just went after _you_?"

"Two misbehaving magical girls in one day," Kyouko said, smirking. "You've got your hands full now, Mami."

"You mean we have our hands full, Kyouko. I'm doubly glad you're around to help deal with all this. There's nobody else I could trust in this sort of situation."

Kyouko shifted uncomfortably. "Don't say things like that."

"I mean it though." Her sincerity seemed to quiet Kyouko down, something that was normally pretty difficult. Mami turned back to Kyubey. "Why would this Homura Akemi attack you?"

"I'm not certain," Kyubey replied. "But I can give you a summary of what happened."

Mami and Kyouko listened as Kyubey told them about how, when he was searching for potential magical girls at the Mitakihara shopping mall, this rogue magical girl attacked him without warning, threw him into a sack, and then tossed him away like garbage.

"That's terrible," Mami said, her mouth hanging open.

"Good thing you've got your special powers, Kyubey," Kyouko said. "Otherwise you might have drowned or suffocated. Bad ways to go."

"I don't die that easily," Kyubey said. "And I was able to magic myself free." He stood up and spun in a little circle. "Like this!"

Mami chuckled, despite the horrific situation Kyubey had just described. She was a little too old to be overly amused by such a silly display, but she still found it cute and endearing all the same. She wondered how many girls Kyubey had done those sorts of tricks for.

Kyouko wasn't impressed though. "Yeah, yeah. We know you can do amazing things, Kyubey. So, what happened afterward? Did Homura Akemi come after you again?"

"No, I didn't see her after that, but, to be fair, I didn't go looking for her either," Kyubey said. "I figured it was best to fill Mami in on everything that had happened. And since you're going to be part of this, well, now you know too, Kyouko."

"Lucky me."

Mami tried to make sense of what Kyubey had shared. It wasn't uncommon for magical girls to fight each other, especially over grief seeds (Mami uncomfortably remembered the time she and Kyouko had fought, though hadn't been over grief seeds per se). But a magical girl attacking the being that created magical girls was another matter altogether. Mami had never heard of that happening before.

"I can't imagine why a magical girl would go after Kyubey," Mami commented.

"It could be that she's trying to prevent other girls from making contracts with me," Kyubey suggested.

"That's a tactic a territory-snatcher would take," Kyouko said. "You don't want any more competitors to step up while you're trying to take over, especially if there's already an established magical girl around."

Kyubey nodded. "Kyouko makes a good point."

"Yes, I suppose that's possible as well. We won't truly be able to say until we confront her." Mami turned to Kyubey. "What else can you tell us about this girl?"

"I believe she attends your school."

"See, that's why you should have quit school like I did, Mami," Kyouko teased her. "Fewer chances to run into hostile magical girls."

"Spare me, Kyouko," Mami said. "Anyway, if that's true, then perhaps I'll have you point her out to me, Kyubey. I doubt she'd be foolish enough to try anything funny on school grounds, though if she does, we'll be ready."

"Wait, we?" Kyouko asked.

Mami nodded. "Yes. Both of us. You agreed to help, remember?"

"Yeah, I did, but I'm not enrolling in your school, Mami."

"I'm not asking you to. Anyway, we'll worry about that when the time comes. Is there anything else notable you can share with us about her, Kyubey?"

"There's not really anything else," Kyubey said.

"That's weird," Kyouko said. "I would think you'd know a lot more. She made a contract with you, didn't she?"

"Yes and no. She's a bit of an abnormality. I can't completely explain her or her presence."

"Huh. Are there other critters like you who turn girls into magical girls? Maybe she works for one of your rivals."

"That's not impossible."

"Perhaps we'd find out more by talking with her directly," Mami suggested. "She might be forthcoming if approach her calmly and peacefully."

Kyouko crossed her arms. "You're not thinking of trying to friends with this one too, are you, Mami?"

"I don't know." In the end, it would come to down how this Homura Akemi felt about other magical girls. If she had gone after Kyubey in an attempt to stop other girls from contracting, however, it was unlikely she'd be pleased to see the two of them.

Mami smiled at Kyouko. "As you put it earlier today, I'm going to play it by ear."

"Humph. It sounds much cooler when I say it."

"You'll hear no argument from me on that."

"Better not. Anyway, it doesn't sound like this girl is the kind of person you'd want to be friends with any more than Anzu."

"I'll keep that in mind." Mami turned back to Kyubey. "At the building where Kyouko and I encountered the witch, a man there said he said saw a girl in a purple dress on their security footage and that she stole weapons from them. I know that's not much to go on, but I suspect the person he saw was a magical girl. Does that description match Homura Akemi at all by any chance?"

"Well, I was mostly running away from her, but she was indeed wearing a purple dress," Kyubey said.

Mami and Kyouko exchanged a glance.

"There's probably not a ton of magical girls in purple dresses," Kyouko said.

"But if it was her, then what is she up to?" Mami rested her chin on her hand. "Attacking Kyubey is awful, but we can at least see what might be the motivation behind it. Breaking into some gangsters' hideout to steal guns makes no sense."

"Maybe she did it for kicks," Kyouko suggested with a shrug.

"That's an odd way to have fun. Do you think she intends to use what she took or pass it on to someone else?"

"I think she's probably just another troublemaker."

"That much is obvious. I'm just trying to figure out what agenda she has that would require her to both prevent Kyubey from making contracts with other girls and procure conventional weapons."

Kyouko grinned. "Who knows? At least none of this will be boring."

Considering Kyouko had only reluctantly agreed to stay, she seemed to be enjoying herself. She was in a better mood than she had been all day.

"I'm so pleased I can provide you some excitement," Mami said sardonically. Kyouko grinned back at her, not getting the joke. Well, if she was happy, then that was fine.

"That's about it for what happened to me," Kyubey said. "Tell me about you two and Anzu."

Mami quickly recounted everything that had happened when she had gone chasing after the witch and the building it ran to, how she and Kyouko encountered the man with the murdered friend, and how Anzu Anzai had attacked the boss there.

"None of that is surprising," Kyubey said. "Anzu's done things like that before."

"Why, though?" Mami asked. "Does she enjoy the violence, is she simply angry, or is it something else?"

"I can't quite say. You humans are difficult to figure out sometimes."

"Do you think we can reason with her?"

"I doubt reason is that girl's strong point," Kyouko commented.

"Kyouko is right," Kyubey said. "I wouldn't recommend it, Mami. Anzu doesn't get along with other magical girls very well."

Kyouko peered at Kyubey. "Seems like you're more familiar with her than Homura Akemi."

"Correct. I can say with authority that she made a contract with me."

"But does that mean you're on our side or hers?"

"I don't really take sides, as you know," Kyubey said. "Part of my job is ensuring that magical girl business runs smoothly, so this is all just advice and information. I can't directly intervene between you two and Anzu…or between you two and Homura Akemi. I can just point out things about the situation that you might not know or that you might have missed."

"And we appreciate it," Mami said. "I'm sure with your advice, Kyouko and I will able to handle these two new magical girls with no problems whatsoever."

Even if Anzu Anzai and Homura Akemi wouldn't work out as companions, the fact remained that Kyubey had found potential magical girls. Mami had wanted to hear more about them, but they had to handle one issue at a time. Once Mami was able to make sure that Kyubey was safely able to talk with them, then maybe she'd be able to make friends with them. Kyouko might not be willing to stay around for more than a little while, but surely they would. Maybe they'd even help change Kyouko's outlook on things.

_I can't get too ahead of myself, though. For the time being, I have Kyouko here with me, and I need to make sure she feels welcome._

Kyouko, having long finished her own dinner and cake, ended up finishing Mami's as well. As she and Kyubey chatted, Mami felt her eyelids growing heavy. It had been a very long and tiring day, after all, more tiring than even days where she fought witches.

"It's getting rather late," Mami said, standing up and stretching. "And there's school tomorrow. I ought to get some sleep."

"Me too," Kyouko said, yawning. "I'm gonna crash on your couch."

"Out in the open? It's spring, sure, but it's still a little chilly at night."

"Tell me about it. Still, your couch beats my usual sleeping arrangement."

"My bed is more than big enough for two people though. You can sleep in it with me."

Kyouko frowned. "Mami, I'm not staying here to play house with you."

Mami sighed. "I just thought you'd like to be comfortable."

"Comfortable? What, did you fill your furniture with rocks or something when I wasn't looking?"

"Kyouko…"

"Ugh, fine. Just don't kick me in your sleep or anything. I'll kick you back. Hard. And you better not snore either."

Kyouko found Mami's blue bear pajamas to be as funny as her pink robe. For her part, Mami resisted saying what she truly thought – that Kyouko looked adorable in them. It turned out that having Kyouko around had several perks.

"What are you smirking at?" Kyoko demanded, having noticed Mami looking at her. "You better not be laughing – these are your pajamas, Mami."

"I wouldn't dream of laughing at you, Kyouko," Mami assured her.

"Good. I mean, I don't laugh at your hair…things."

"Hair things?"

"You know that style you do with your hair." Kyouko pointed to her head. "Those thingies."

"Ringlets?"

"Yeah, those. Though I gotta say, they do suit you."

"Thank you, Kyouko. You're very kind to say so." Mami chuckled. "Go on and hop in bed. I'll get the lights."

As Mami lied down and stared up at the ceiling in the dark, she tried to think of one more thing to say to Kyouko, some sort of pleasant closing statement to end the day on. That was what one did in these kinds of situations, after all, and that's what would have transpired had they been nothing more than ordinary schoolgirls having a sleepover.

_This is the part where we'd talk and laugh until we dozed off. And if my parents were alive, they'd scold us to be quiet and order us to simply go to sleep. Well, we can't have that second part, obviously, but we can have the first part. If only I could think of something to say…_

Fortunately, Kyouko said something first.

"This is kinda nice, I guess," she said. "Been a while since I've slept in a proper bed."

"Well, I'm glad I could make it happen for you," Mami said.

"It reminds me of when I used to…" Kyouko trailed off.

"Used to what?" Mami looked over at her, but in the dark, she could only see the outline of Kyouko's profile and not her expression.

"Nothing. Never mind."

"Alright." Mami had a feeling whatever Kyouko was going to say had something to do with her deceased family and decided not to push her any further on that topic. "Kyouko?"

"Yeah?"

"I'm also glad that you're staying here, even if it's only for a few days. Thank you."

"Hmmm." Kyouko turned onto her side, facing the other way. "Let's just go to sleep, Mami."

"Of course. Good night, Kyouko."

Mami closed her eyes, lied back, and quickly dozed off peacefully. She slept soundly that night, comforted by a pleasant dream where she had a loving friend she could talk to, laugh with, cry with, and hug. Hopefully, she could recreate something like that in the waking world.

**Notes for the Chapter:**

> Thanks to everyone who's reading along! I hope you're enjoying it so far. The next chapter will switch back to Homura for a bit.


	5. Shades of the Past

It had been a long time since Homura Akemi had been a part of a group of friends.

She had never been the most social girl in the world. When several girls in her class had surrounded her the day before, asking her questions about where she was from and what sort of hobbies she had, she had almost felt overwhelmed. Granted, she was used to it, having experienced the same thing many times before, but it was still tiring and difficult to endure. It made her feel worn-down and want to retreat to the safety of solitude, despite the job she had to do.

It was simply not her arena.

Yet, here she was, idly leaning against a desk in the classroom during her lunch break, talking with Madoka, Sayaka, and Hitomi Shizuki. Or rather, listening to them talk and occasionally saying something when someone addressed her. The other three girls had wanted to take her up to the roof but thankfully had decided to remain in the classroom. That was a relief to Homura – there, they were less likely to be approached by anyone or anything problematic. Homura hadn't seen Kyubey since sending the creature off on a river ride but didn't doubt it was skulking around somewhere near or in the school.

Madoka and Sayaka were chatting about a cellphone game they were both into, something with cute animals and colorful flowers. When they asked Homura if she had played, she replied she was only a little familiar with it. She recalled interested in it herself once, but a lot of time had passed since then. And it was hard to remain invested in that sort of thing when one was a magical girl.

Hitomi Shizuki, on the other hand, was more interested in Homura than games.

"I understand you, Madoka, and Sayaka encountered each other at the mall yesterday after I went to my lessons," Hitomi said to her.

Homura nodded.

"I wish I had been there. I feel like I miss out on too many spontaneous events sometimes, opportunities that never present themselves again."

Homura had no idea how to reply. Fortunately, Hitomi kept talking, and she didn't have to.

"Do you think my youth is simply passing me by without my notice? Will I look back in regret on things I never did?"

"I don't know."

"Oh. I thought perhaps you'd have some sage advice on the matter. Madoka mentioned that you two had a fascinating conversation when she escorted you to the nurse's office yesterday and that you shared some wisdom with her."

"Did she?" Homura should have figured nothing she said to Madoka would be kept in full confidentiality. That probably explained Sayaka's attitude toward her yesterday as well.

"Just so we're clear, I didn't think it was bad!" Madoka said, waving her hands. "I know Homura-chan had good intentions. It was just unexpected, that's all."

"Lots of things about this girl are unexpected," Sayaka commented.

"Did you mean anything deeper by what you told her?" Hitomi asked Homura.

"No," Homura replied. "Take whatever I say at face value."

"I see."

"It is kind of weird, though," Sayaka said. "Saying something so forward to Madoka right after you met her."

"Homura-chan didn't do anything wrong," Madoka said, coming to Homura's defense. "I'm sure she was trying to help me."

"Maybe your red ribbons got you some attention after all," Sayaka teased, pointing to Madoka's hair. "That's what you were going for, after all."

"I told you, you have the wrong idea about that."

"That's what you noticed about Madoka right away, right?" Sayaka asked Homura. "The ribbons? They're very flashy, after all."

"They do look nice," Homura said.

"Ha! I knew it!" Sayaka adopted a dramatic tone. "Oh, but you were supposed to be my bride, Madoka. Now there's the distinct possibility that I'm going to lose you to this transfer student." She put her hand to her chest and pretended to faint. "The sadness of it will break my heart and be my end!"

Madoka squirmed in her seat, her face flushing slightly. "You're both embarrassing me."

"Have you studied philosophy, Akemi-san?" Hitomi asked, ignoring Sayaka's antics.

"No. Why?"

"I just thought it might have prompted your decision to dispense advice."

Was she still on about that? Homura shook her head. "It was a spur-of-the-moment speech. Don't overthink it."

"Are you like Buddha?" Sayaka asked. "Doling out wisdom from beneath the Bodhi Tree?"

"No."

"Sayaka, she went to a Christian school in Tokyo before here," Madoka said. "She might not even be Buddhist."

"Living here must be quite a change of scenery for you," Hitomi said sympathetically. "Are you adjusting to Mitakihara, Akemi-san?"

"Yes, thank you."

"Perhaps we should take you on an outing one weekend and show you around the city."

"That's a good idea," Madoka said. "We could also do something she would really enjoy!"

"Sure," Sayaka said. She turned to Homura. "What do you like to do for fun, anyway?"

Homura froze in place. She felt like she had suddenly regressed to the meek, shy girl she once was. "Um…"

"You have heard of the concept of fun, right?"

"Ahem, excuse me, girls!"

Homura was spared from further interrogation by an interruption from their teacher, Kazuko Saotome, who had stepped over next to them. Her glasses reflected the overhead light brilliantly, and she held a small cardboard box in her hands.

"I need one of you to carry this box full of worthless paper down to the trash," she said. She peered intently at Madoka as though she was about to simply order her to do it.

"I'll take care of it," Homura volunteered, standing up straight as she did. That would be safer. It would keep Madoka from inadvertently running into Mami Tomoe or Kyubey. Homura figured neither was very likely, but one couldn't be too careful. It would also get Homura away from Hitomi and Sayaka's probing questions and uncomfortable small talk for a bit. She could only handle so much of that at a time.

"My, how earnest," Saotome said with approval. "What a lovely addition to our class you are. Do you know where the trash disposal is on the first floor?"

Madoka jumped up from her seat. "I'll show her!"

"Very good." Saotome thrust the box into Homura's hands. "Now, get moving girls and be back before lunch break ends."

As it happened, Homura knew precisely where the trash disposal on the first floor was, but if Madoka was going to go anyway, so much the better that Homura was with her. She took the box from Saotome and headed into the hallway with Madoka right behind her.

"And remember!" Saotome called after them. "Never get involved with a man who throws a fit over ice cream toppings! It's perfectly fine to eat it without chopped nuts!" Other students in the classroom heard that as well. A few snickered, and some scratched their heads in confusion.

"I guess things didn't work out with her new boyfriend," Madoka said to Homura with a giggle when they were down the corridor some and safely out of earshot. "Oh! You're new, so you wouldn't know. Saotome tends to go on and on to her classes whenever one of her relationships sours. I had her last year, and she did it then too."

"I see," Homura said. She had caught bits and pieces of that across various time loops, but it seemed to change constantly, another moving variable. The 'ice cream toppings' complaint was a new one.

"You get used to it. After a while, it becomes kind of funny. So, what do you think is in the box?"

"I don't know. I assume something related to school."

"Somehow, I doubt it's that." Madoka smiled impishly at her. "Do you want to open it and find out?"

Since when did Madoka engage in such behavior? That wasn't like her. Granted, there wasn't an explicit rule against what she was suggesting, but it still seemed odd.

"Is that a good idea?" Homura asked.

"I mean, I don't think it's a bad one…not exactly."

"Rummaging through a teacher's garbage seems impolite."

"Oh. Okay." Madoka's shoulders sagged a little. "Yeah, I guess you're right."

Homura couldn't bear to see her disappointed. "Though I suppose peeking wouldn't hurt anyone. We're throwing it away, after all. And it's probably nothing interesting anyway."

Madoka grinned at her like a co-conspirator. "Okay, then. Let's take a look."

Homura stopped and held out the box, and Madoka opened it up. It was full of little papers, receipts, scribbled notes, and what looked like letters. Madoka picked one up, skimmed it, then quickly returned it to the box.

"That looks like a letter from her ex-boyfriend. We probably shouldn't read it."

"We should not, as it's private," Homura agreed. "Is your curiosity satisfied?"

"Yes. Let's get this to the trash. Come on, this way."

"After you, Kaname-san."

Madoka turned around. "Madoka."

"Hmmm?"

"Just call me Madoka."

"If you prefer." Homura wondered if she should have kept more of an emotional and social distance from Madoka, but it was hard to refuse any request from her, especially a direct one like that.

"Good." Madoka beamed at her. "I think you're going to fit in just fine here, Homura-chan."

"Thank you."

"You know, Hitomi and Sayaka really like you too!"

"Is that so?"

Madoka nodded. "Yep! They wouldn't act so interested in you if they didn't. And you seem like a pretty interesting girl."

"I see. Thank you again."

_I get it now. She's more forward when it's just her and me. Well, that's fine. I don't mind._

This was a nice reprieve from what usually took place. It warmed Homura's heart.

A few students turned their heads to look at them as they made their way past the other second-year classrooms. Homura was used to glances she attracted by now, but they still struck her as strange. Weren't there more exciting things going on than the new transfer student toting a box to the trash?

When they reached the trash disposal on the first floor, Homura dumped all the papers into the barrel and then folded up the cardboard box and placed it into the appropriate recycle bin. Their task was complete.

"And that takes care of that!" Madoka declared, brushing her hands.

"Back upstairs now," Homura said. "We don't want to be late." She set off in the direction of the stairs.

"No, not yet. Wait a minute, Homura-chan." Madoka remained where she was.

Homura turned around. "Hmmm?"

Madoka looked around, but nobody else was in the corridor. Everyone else was off finishing up lunch and heading off to afternoon classes. "There's something I want to talk to you about before we go back to the classroom. And something I want to ask without other people around."

So this was why Madoka had offered to accompany her. "Yes, what is it?"

"Please answer me truthfully." Madoka pressed her index fingers together and twirled them a little. "Let me see, how do I put this? It's sort of related to what Hitomi mentioned. Do you and I…know each other from somewhere?"

"We do," Homura said. "From school."

"Very funny, Homura-chan." Madoka smiled and shook her head. "No, I mean other than that. Before you started here yesterday."

"What makes you think that?"

"I mean, I know it doesn't make sense, but there's this feeling I have. Like you remind me of someone, but that someone is actually you."

"What do you mean?"

"I…I don't know. But I thought about it some more after everything that happened yesterday…what you said to me, and then us meeting up later, along with some other things. And I started to think that maybe there is a deeper connection between us even though we only met each other just yesterday."

In a normal situation, Homura might have thought that Madoka was simply trying to build up to a confession. Not that Homura would have minded such a thing. She would have preferred it to this awkward conversation. In a few previous time loops, she'd had classmates confess to her, and she was used to gently rejecting them without hurting their feelings. Her heart belonged to Madoka, of course. That was why she made the wish she had and why she trudged on, trying to save her.

"Perhaps we are familiar," Homura finally said. "Who can say?" She couldn't just outright lie. Not to Madoka. And she was curious as to what brought this on.

Madoka's face lit up. "I knew it! I knew we did. When I tried to explain this to Sayaka and Hitomi yesterday, they just made fun of me, but you get it."

"It could be nothing more than déjà vu, however."

"If it is, it's pretty strong." Madoka gave a half-hearted chuckle. "Because…well, this is going to sound really weird, but…I think part of the reason you're so familiar…is because I've seen you before."

"You have? Where? When?"

"If I tell you, you have to promise not to laugh."

"Never."

"Okay, then…the day before yesterday, I had a dream about you."

"I see. What sort of dream was it?"

Madoka shook her head. "I can't remember any of the details, except that you were in it. And I think something bad happened to you. I think you were hurt."

"That doesn't sound like a pleasant dream," Homura said.

"Yeah." Madoka shrugged. "But I can't remember anything other than that."

"I see."

"Have you had anything like that happen? Have you…had a dream about me or anything? Is that why you said what you did yesterday?"

Homura stared at the wall behind Madoka. Oh, she'd had dreams, alright.

Dreams about Madoka dying. Homura forced to kill Madoka herself. Madoka turning into a witch. Sayaka turning into a witch. Sayaka and Kyouko Sakura killing each other. Mami Tomoe trying to kill all of them. Mami Tomoe turning into a witch and being forced to kill her. Kyouko Sakura turning into a witch. A city left in utter ruins after Walpurgisnacht had rampaged through, with untold thousands of people dead. A little white demon with red eyes gloating at her. It went on and on.

Dreams? More like nightmares.

"I don't know…" Homura said, feeling a cold sweat come on. She hadn't wanted to relive all that. She'd have just as soon forgotten every bit of it.

"What do you think this all means?" Madoka asked.

Homura closed her eyes, took a deep breath, and counted to four before answering.

"I'm not entirely sure," she said. And that was the truth. Why was Madoka suddenly dreaming about Homura? Had all the different timelines started to bleed together? Were shades of the past somehow visible in dreams? Homura couldn't even begin to understand the magic (or maybe extraordinarily advanced technology otherwise indistinguishable from magic) that allowed her to restart the same month over and over again. Was this a side effect of it? Would she run out of attempts eventually?

It was worrying, and now it was an additional variable that Homura would have to account for.

And all while the imminent arrival of Walpurgisnacht grew closer and closer. They were barely into the month, and new issues were already appearing. It was like playing the arcade game where little moles popped up, and you hammered them down, except the consequences for losing were much graver.

"Maybe it's a warning," Madoka suggested. "Maybe I'm supposed to protect you from some danger."

"No." Homura shook her head. The last thing she wanted was for Madoka to start thinking like that. "I don't think so. Dreams are just strange sometimes. They don't always mean anything special. And it might not have even been me in your dream. It could have been an entirely different girl."

Madoka grabbed Homura's hands. Her voice began to rise as she spoke. "No, I'm sure it was you. And…also…remember yesterday at the mall? Someone was calling to me for help! And then I looked and found you. Maybe…maybe you subconsciously called to me for help! Or it could have been a premonition! Maybe you'll be in trouble in the future and need my help!"

This was getting out of hand, and Homura needed to put a stop to it. She looked Madoka right in the eyes.

"Listen to me," she said. "You can't worry so much about this. Or me. You need to focus on yourself. If you keep going down this road, you'll be in peril. Peril you can't even begin to comprehend. I won't allow it. You need to stay as you are, just like I told you yesterday."

Madoka blinked. "Homura-chan…do you know something you're not telling me?"

"I'm concerned about you. More than anything."

"You're also evading my question."

Homura's looked away. "We all have things we hide from others."

"So that's a yes."

"Madoka…"

"Okay, fine. Keep your secrets for now." Madoka smiled at her and let go of her hands and wagged a finger at her. "But I won't forget this. You have to tell me everything sometime in the future, okay? And if you're ever in any trouble, please tell me so that I can help."

"I don't like to make promises I can't keep."

"I'm not asking you to promise anything. I just want you to keep that in mind, okay?"

Homura sighed. "Alright."

That would never happen, though. It was Homura's job to protect Madoka, not the other way around. If Madoka got it into her head that Homura was in trouble, the likelihood shot up of her making a contract with Kyubey to "fix" that trouble. That was Madoka's nature, caring and giving and, ultimately, self-sacrificing. Homura didn't want to lose her. It had happened too many times already.

For her part, Madoka was unperturbed. "Good. Lunch break is almost over. Let's head back."

That was fine with Homura. "Yes, let's."

Madoka started back in the direction of the stairs but briefly looked over her shoulder. "Oh, and Homura-chan?"

"Yes?"

"Please don't mention any of this to Sayaka and Hitomi."

"Not a word," Homura said. That promise she could keep. She would never have shared any of this with them anyway. Neither girl said anything as they returned to the classroom. Madoka was in a good mood, though, smiling and humming a little and shooting sideways glances at Homura as they walked. She swung her arms playfully as they ascended the stairs back to the floor. Homura may have looked calm on the outside, but on the inside, she was a complete wreck.

Their afternoon classes dragged. Homura did her best to pay attention and take notes, but it was difficult. And for once, it wasn't due to the fact she had attended this same class so many times already. Her conversation with Madoka kept playing in her mind. Should she have handled it another war? What had she done that had caused this? Was it something she had one the previous go-around that suddenly gave Madoka dreams about her? Or had Madoka just confused her with someone else?

Homura was conflicted now. Part of her wanted to remain closer to Madoka and the other girls. It would not only satisfy a sort of longing that Homura had, but it would also be easier to keep an eye on them that way. At the same time, it was risky. It could expose Madoka to the world of magical girls more easily. And it would make any failure of Homura's hurt that much worse. Homura wasn't inured from the constant reopening of old wounds that had never truly healed.

Homura's worries weren't her only distraction. She also felt eyes burning into the back of her head during the English lecture.

She turned around in her seat and saw Madoka looking at her. Madoka noticed her immediately and returned a silly (but cute) grin and a wave. Homura nodded in reply. She saw that Hitomi was diligently taking notes and that Sayaka was asleep with her head in her arms. Her English grade would no doubt be as bad as her math grade.

Facing the front again, Homura resolved to distance herself from the Madoka, Sayaka, and Hitomi. Yes. That was the right choice. Getting too chummy with them would only cause problems and more pain if something went wrong (More like _when_ something went wrong, Homura reminded herself glumly). Homura maintaining her distance would increase the chance that they would encounter with Mami Tomoe and learn about magical girls from her, but Homura expected Mami to be dead soon enough. She could attempt to prevent Mami's death, but her track record for that was pretty poor. She hated seeing Mami Tomoe die, but it seemed to be a near-certainty. And Homura couldn't protect everyone from their own foolishness.

It was a tiring day. Sure, Madoka was still safe, but Homura was exhausted. She wanted nothing more than to close her eyes and fall into a peaceful, dreamless sleep.

_But then, we don't always get what we want._

After the final bell rang, Homura mentally ran through the list of things she needed to do: acquire more weapons and explosives (the building she had hit the other day had been a treasure trove, but wasn't nearly enough), seek out any wandering witches (some of them changed with each new monthly cycle), and somehow keep an eye on Madoka all the while.

_There's no rest for the weary._


	6. Sad Machines

Homura collected her belongings and was about to leave when she felt a tap on her shoulder. She turned around to see Madoka, Sayaka, and Hitomi looking at her expectantly.

"We're going to get something to eat!" Madoka said. "Please come with us, Homura-chan."

"I'm sorry," Homura said. "I have errands I need to run."

"Oh, so you're busy." Madoka's head drooped.

Her sad expression tugged at Homura's heartstrings once again. She couldn't help herself. "Well, I do have some free time to spare."

The smile returned to Madoka's face like the sun coming out from behind a cloud. "Hooray!"

_Homura Akemi, you fool. You weak, wretched fool. Your resolve didn't even last an hour._

But Homura had little time to curse herself. She was pulled by the three girls as though swept along by a river current. It took her out of the school and down a broad avenue, toward the mall that they had been at yesterday. It loomed in the distance, its shiny glass exterior brilliantly reflecting the afternoon sunlight.

Homura knew where this all would eventually lead: an afternoon of eating fast food and more questions from Sayaka and Hitomi. Eventually, Hitomi would leave for some extracurricular activity, and then Madoka and Sayaka would drag Homura someplace else. Or perhaps Sayaka would excuse herself to visit that injured boy in the hospital that she had a crush on, and then Homura would be left alone with Madoka. Madoka would chatter away while Homura politely listened and nodded at the appropriate places.

Homura simultaneously dreaded and relished the prospect of it all.

They cut through a side alley that Sayaka insisted would get them to the mall faster. Homura knew this shortcut. If one turned left instead of right after exiting it, they would only have to go a few blocks to end up at Mami Tomoe's apartment building. The first time she had ever cut through this alleyway was right after her first encounter with a witch. She had been distraught and shaken, and Madoka had comforted her.

They were halfway through the alley when Sayaka stopped. "Wait. Do you guys hear that?"

"Hear what?" Madoka asked.

"It sounds like someone crying."

"I don't hear…wait! You're right!"

"And there's some type of machinery," Hitomi added, looking around, her mouth hanging open. "Industrial machinery like in a factory…where in the world is that coming from? This is a commercial district."

"There's running water!" Madoka exclaimed. She turned to Homura. "Do you hear it, Homura-chan?"

Homura said nothing, but she did hear all the sounds the girls described. The cacophony was growing louder and louder. It immediately dawned on her what was occurring.

_No. Please, no. Not right now. I don't need this. They don't need this._

But Homura might as well have asked the sun not to rise. The sounds of crying and mechanical gears and running water grew louder until they completely enveloped the three girls. The air around them began to shimmer and distort as though a sudden heatwave had come on, and the alleyway vanished from sight.

Instead, they were now standing on a large white circular platform about the size of a basketball court. Over the edge, water falling from above spilled into an enormous black lake about fifty meters below. The water churned rapidly as if some god had been stirring it with a large spoon.

_It's not water, though. Not quite._

Around the platform were walls made entirely of giant gears and cogs, some only a meter tall, some at least ten times larger. Pulleys connected them, and they whirred and clicked and clanked as they turned. The gears had brilliant blue eyes on them, with clear liquid seeping out and running down. The odd walls stretched upward all around them.

It was similar to being inside a tower, but not like any tower that had even been constructed on Earth.

Just ahead of them was an ivory spiral staircase that climbed high into the air like a giant corkscrew. Up and up it went. The top wasn't even visible from where they stood. But it was the only place to go aside from the massive pool below them.

Homura tried to maintain her composure. She recognized this place, as she had been through here many times before. The first time, Madoka, Sayaka, and Mami Tomoe had been with her. She could deal with it just fine on her own, but having three girls without powers along with her complicated matters.

"What is going on?" Madoka asked. "Did we…take a wrong turn? None of this even looks real."

"How surreal," Hitomi said, looking up. "It's so strange."

"Did we…get hit by a car and die or something?" Sayaka asked. "Is this the afterlife?"

"I don't know…" Madoka said. "Something smells bad, though. Like an open sewer drain."

"You're right," Sayaka said, wrinkling her nose. "But I think it's more like rotten fish."

"Is it death?" Hitomi whispered.

There was no hiding it now. Homura had to reveal what she was and what she knew. She could have ordered them to stay put until help arrived, as surely Mami Tomoe would eventually show up. But Homura had no way of knowing when that would happen. There was no guarantee she even would, and the longer they stood around in this barrier, the more dangerous the situation became.

Homura took a deep breath, counted to four, and then exhaled. "We're inside a witch's labyrinth."

All three girls turned and looked at her, their eyes wide.

"I beg your pardon?"

"A witch's what?"

"A what's labyrinth?"

"A witch's labyrinth," Homura repeated. "It's…well, let's just say it's an evil spirit. It hurts people."

"How do you know this?" Sayaka asked, raising an eyebrow.

"More importantly," Hitomi said. "How do we get out?"

"The witch needs to be destroyed," Homura said.

"How do we do that? Madoka asked, trembling.

"I will do it," Homura said. "I'm able, and I know about all this because…" Homura took one more deep breath. "Because I'm a magical girl."

There. It was out. She hadn't wanted things to go this way, but it couldn't be avoided. Her main priority now was everyone's safety, especially Madoka's.

Sayaka cocked her head. "Uh…this isn't really a good time to joke around, Homura Akemi."

"You're correct. This isn't a time for joking at all. I am dead serious."

Homura pulled off her silver ring, and it changed into a purple egg-shaped gem. She passed her free hand over her soul gem. In a flash of purple light, she transformed and reappeared wearing her purple dress and wielding a small shield on her left arm.

"Wow…" Madoka said.

"Amazing!" Hitomi exclaimed, putting her hand to her mouth.

Even Sayaka looked impressed. "You're just one surprise after another."

"This isn't a show or a game," Homura said. "We're in a perilous situation. There are things in this place that can hurt you badly or even kill you. Do you all understand?"

They nodded.

"Good. I'll make sure we get out alive, but you need to listen to me and do as I say."

Homura had never really been a leader — that had always been Mami Tomoe's thing — but now she had to play leader — or rather, shepherd — to three frightened girls. She motioned toward the stairs.

"We're fortunate that this isn't a very complicated labyrinth. The witch that oversees it is at the top of those stairs. We'll go up there, and I'll defeat it. And then we'll return safely to the real world."

"How high up is it, though?" Sayaka asked, craning her neck. "Looks like those stairs go on forever."

"I won't lie. It will be a long climb."

"Well, I'm with you, Homura Akemi."

"Me too!" Madoka chimed in. "We're very lucky that Homura-chan is here with us!"

"I agree," Hitomi said. "Please lead on, Akemi-san. I feel like the sooner we're out of this awful place, the better."

Homura nodded. "You're more right than you know. Let's go. We have a long climb ahead of us."

"Anything else we should know?" Sayaka asked as they started up the stairs.

"It's a long way down. Don't fall."

They walked up the stairs in silence for a while, the only sounds being the ambient noises of the labyrinth. Finally, Sayaka vaulted several steps at a time to walk next to Homura.

"So, how exactly did you become a magical girl?" she asked. "I imagine you didn't just wake up one day and say, 'Hey, I'm a magical girl!' Was there a special selection process or something?"

"It's a long story," Homura said. "And not worth going into. Especially not here."

"Can any girl be a magical girl? Could Hitomi, Madoka, and I do it?"

"You don't want to. It could cost you your life…or worse."

"Worse?"

"Yes. So please forget about that idea."

"Fine, fine," Sayaka said. "I'm not sure this is something I'd want to do anyway. This place is so…messed up."

"The gears are weeping," Hitomi commented. "It's like we're surrounded by sad machines."

"Those are familiars," Homura said.

"Familiars? What does that mean?"

"They're the witch's…minions for lack of a better description."

"Are they alive?"

"I don't know about 'alive,' but they aren't just things made out of metal." She glanced at the gears, then back at Hitomi. "We're safe from those particular familiars. They don't attack. All they do is turn."

"And cry," Hitomi added.

"However," Homura said. "This witch has another type of familiar. Some kind of thing that's swimming in the water below. We need to keep moving before it decides to surface and climb up after us."

Homura had only ever caught brief glimpses of this witch's other familiar – a foul-smelling abomination that gurgled – but that had been Mami Tomoe's warning to them the first time they had come through this labyrinth. Homura figured she was right. She usually was when it came to witches. Besides, it was better to be safe than sorry, especially inside of a barrier.

"That's not reassuring," Sayaka said, looking behind them, as though expecting something to appear on the stairs below.

"Just keep your eyes forward," Homura said. "And don't stop."

"Yes, ma'am!" Sayaka said with a little salute. Madoka giggled.

It was amazing that they could laugh and joke in this predicament. It made Homura nostalgic for the times they had fought witches and familiars as a group. Of course, some of those times had ended in disaster and pain.

"You seem to know a lot about this place, Homura-chan," Madoka said. "You must be a veteran magical girl."

"Somewhat," Homura said.

"Are there different levels or something?" Sayaka asked.

"It's all subjective," Homura said. "And don't worry about it. As I said, it's not anything you ever want to be involved with. Even this is too much."

"I can't imagine constantly going through harrowing places like this," Hitomi said. "Are all witches' labyrinths like this?"

"Some aren't as bad," Homura said. "Some are far worse." A few images of 'far worse' popped up in her mind, and she did her best to push them aside. It wasn't the time to think about all that.

After what felt like an hour of climbing, Homura finally spotted the roof of the tower above. The stairs would end at another platform, and that was where the witch dwelled. Only a little longer, she told herself, and then this would be over. Near the little hole where the spiral staircase ended were some funny-looking runes that spelled the witch's name.

 _Hero_ , Homura thought. _This witch is called Hero. But not like an actual hero…instead, it's like a girl named Hero from some old myth._

Mami Tomoe had explained that one. Homura had only half-listened. She had been too distraught over what transpired right before they had ventured into the witch's labyrinth. Homura had told Mami, Madoka, and Sayaka the truth about the link between magical girls and witches. They hadn't believed her. And Sayaka had accused her of trying to sow distrust with weird lies.

But that was a different timeline. Now Sayaka's life was in Homura's hands, and Sayaka, for the time being at least, trusted her.

The wall of gears ended as they reached the top of the stairs, and the roof of the tower opened to a dull brown sky that went on forever. A strong wind blew across it, ruffling their hair and skirts.

The witch, the creator of this particular barrier, was sitting down in the middle of the roof. It resembled the shadow of a teenage girl curled into a little ball with its arms wrapped around its legs, rocking back and forth. It took no notice of them. The moving shadow was dripping wet, as though it had just been yanked out of the sea. As it sobbed and wept, its tears fell down into the rivulets in the floor that led to the edge of the room and right over the side, splashing down into the tumultuous waters far below.

_She throws her victims over the edge, and they drown in her tears or get eaten by her monster. The other three saw this right after I told them the truth about witches, and they still didn't believe me or make the connection._

Homura recalled her first confrontation with this witch. Madoka and Sayaka had gotten excited and charged in ahead, despite Mami's warning to proceed cautiously ("Those who rush tend to trip over their own heels," she had said). Homura, uncomfortable with Sayaka's distrust of her, had stayed back with Mami. When Madoka and Sayaka attacked the shadow, it changed into a cawing bird with insects crawling all over it (Mami later told them it resembled a whip-poor-will, something Homura had never heard of). It had flown out of the range of Sayaka's sword and forced Madoka to dive for cover as it tried to peck at her (Homura had stopped time and pulled her out of the path of danger). In the end, Mami Tomoe took it down single-handedly with one of her giant guns. The other three girls had been almost useless.

Well, that was the past. Homura knew how to deal with this witch now. She would do precisely as Mami Tomoe had done: overwhelm it with a massive burst of firepower. Homura couldn't conjure giant cannons from ribbons, but she did have guns and plenty of bombs.

"Stay back," Homura ordered the other three girls. "That's the witch."

Homura raised her shield, and the mechanisms instead it turned. All around her, everything went still and grey. Madoka, Sayaka, and Hitomi stood like statues while the witch seemed to blur a bit.

Homura sprang right into action, pulling several pipe bombs from her shield and setting the timers on them. Once, her bombs had been relatively crude, but she'd had quite a bit of experience since her first attempts. She placed four bombs around the witch – one in each cardinal direction – then moved back to safety but still away from the other girls. If something went awry, she didn't want the witch to attack them.

She restarted time. The other three girls moved again and immediately looked around and gaped at her.

"What did you do?" Sayaka asked.

"She moved so quickly that none of us could see anything!" Madoka said. "It's like she blinked from one place to the other!"

"Are you going to fight that thing directly?" Hitomi asked.

"Just stay there," Homura said, holding up her hand. "It will all be over in a moment. I've made sure of it."

As if on cue, the first bomb exploded with a burst of flame. The witch, finally noticing something was wrong, shrieked and immediately began to morph into a bird-like shape. But then the second, third, and fourth bombs detonated, and a pillar of fire rose up all around it. It screeched over the booms of the explosions, but its screams were quickly silenced as it was blown apart into nothing.

And just like that, it was over.

With the witch gone, the barrier faded into nothing, and the sounds of crying, water, and machinery vanished. The alleyway they had been cutting through earlier returned once again. The late afternoon sky was starting to turn bright gold, and it was a perfectly normal day.

Madoka, Sayaka, and Hitomi looked at her in an awed silence with their jaws hanging open. Then suddenly, they all crowded around Homura, hugging her and patting her on the back.

"You were amazing, Homura-chan!" Madoka cheered.

"Yes, that was some display of skill," Hitomi said.

"Who knew monsters like that even existed?!" Sayaka boggled. "Most people would have been scared out of the minds – I know I was – but you just charged in fearlessly and blew it up!"

"And she saved us!" Madoka added. She clapped her hands. "I guess that's a magical girl for you!"

"She's the real deal, huh? Like a heroine in some story!"

"She even looks like one!"

"Yes," Hitomi said, nodding. "She's very dashing."

None of this was good. Homura's easy victory against the witch had given them the wrong idea altogether.

"It's…not as glorious as it might seem," Homura said. "It's dangerous and even deadly. I did what I had to do. Nothing more."

"There's no need to be modest," Sayaka said. She grinned at Homura. "I mean, that thing didn't stand a chance against you! I bet you've saved a lot of people from those witches, huh?"

"I…" Homura had no words. She was more conflicted than she had been back at school. On the one hand, saving Madoka was part of her job. On the other, she shouldn't have allowed this to even happen in the first place. She had been sloppy. Now the three of them knew about the existence of magical girls and witches. And they had the wrong idea about it completely. Madoka and Sayaka would jump at the chance to become magical girls now if it was offered. Instead of being aware of the dangers witches posed, they were high on a rush of positive energy.

And it was all Homura's fault.

"Sayaka, you're embarrassing her," Madoka said. "Look, she's speechless."

"Sorry, Homura Akemi," Sayaka said. "But seriously, I wish I could be even half as cool as you were back there."

"And we're safe now," Hitomi said, patting Homura's arm. "Thank you, Akemi-san. We owe you our lives."

"Come on," Madoka said. "Let's go get something to eat and celebrate Homura-chan's victory. I want to hear more about magical girls too. I have a lot of questions."

Homura still said nothing. The universe was laughing at her.

**Notes for the Chapter:**

> The witch's name, Hero, is a reference to the Greek myth of Hero and Leander.


	7. Old Friends

Homura stared up into the clear blue sky.

She was eating lunch on the roof of Mitakihara Middle School with her "new" three friends. This was different from many previous timelines. It had been a long time since she had spent a lot of time up here with Madoka and Sayaka. And she had barely ever talked to Hitomi Shizuki at all.

Something else was different this time around as well – there were other students on the roof. It was a relief to Homura. She somehow felt something was less likely to happen if there were others around.

Of course, the girls were still curious about Homura and magical girls in general.

"You know, now I understand why you said what you did to Madoka," Sayaka said to her. "I thought you were just a weirdo, but I was wrong."

"Thanks," Homura said. That was better than nothing.

"Are you able to see into the future with your powers?"

"No."

"Oh. Are there magical girls who can?"

"Very likely."

Sayaka gasped. "Can any fly?"

I don't know everything that different magical girls can do."

"Just how many are out there?" Hitomi asked.

"I'm not sure," Homura said. "Anyway, we shouldn't talk about this at school."

After Homura had defeated the witch the previous day, the three girls had peppered her insistently with questions about magical girls. It occurred to Homura that she could seize this opportunity to control the narrative, something was generally unable to do. She could make it clear just how perilous and awful being a magical girl truly was. There was no point in trying to keep them entirely in the dark – things had gone too far for that – but since they'd had no contact with Kyubey, anything they learned about magical girls would come from Homura.

And this way, she could avoid telling them exactly how one became a magical girl – that they were granted a wish.

A fleeting thought ran through her mind – this was what Kyubey did, sharing only certain pieces of information and withholding others to advance an agenda. But this was different. Homura had a good reason for doing so. She was trying to keep them alive, not doom them to a fate worse than death.

"If you remember nothing else, remember this," Homura had told them. "Miracles and magic are never free. And the price is something far more than you'd find yourself willing be to pay."

And they had even seemed to listen to her. Homura was relieved. This cycle seemed to be going well. Maybe she'd finally found the solution to keeping Madoka alive.

"Okay, okay," Sayaka said. She leaned over toward Hitomi. "I noticed _someone_ received yet another letter in her shoe locker this morning."

Hitomi put her hand to her mouth. "Oh, my. You saw, did you?"

"Was this one a love letter too?" Sayaka asked. "Oh, look at that blush. It definitely was."

"Hitomi gets a lot of those," Madoka informed Homura. "She's very popular."

Homura nodded. "I see."

"Who's this one from?" Sayaka asked. "That boy in Class Three again? What was his name? Miyano?"

"Sayaka!" Madoka admonished her. "That's personal."

_Says the girl who wanted to dig through the teacher's trash yesterday._

It was strange how Madoka sometimes behaved differently when she was with Sayaka and Hitomi. Had it always been like that and gone unnoticed by Homura? Or had things changed so much over the many timeline repetitions?

"It's alright," Hitomi said. "And no. This one is from…a girl in Class Four."

"A girl?!" Sayaka boggled. Homura couldn't tell if she was serious or joking.

"It's bizarre," Hitomi declared. "Girls writing love letters to other girls. Who ever heard of such a thing?"

"I don't think it's that strange," Madoka said. She looked at Homura expectantly. "Right, Homura-chan?"

"No, it's perfectly normal," Homura said, and Madoka smiled at her.

"You might have different standards of 'normal,' Homura Akemi," Sayaka said. "Besides, you, uh…"

"Yes?"

"Ah, I don't quite know how to say it, but—" Sayaka stopped and pointed behind Homura. "Wait, who's that? Looks like she's coming over to see us."

Homura turned around. Striding toward them was a blond student with ringlets in her hair. She had an easy smile on her face.

Mami Tomoe.

Homura immediately stood up and placed herself between the other girls and Mami. She had expected this confrontation would happen sooner or later. It was probably better to get it out of the way. And at least Madoka and Sayaka's introduction to magical girls had been from Homura rather than Mami.

"Hello," Mami said with a small bow as she approached. "I'm Mami Tomoe. I take it you're the Homura Akemi I've heard so much about?"

Before Homura could say anything, Madoka spoke up. "Where did you hear about Homura-chan?"

Mami's eyes remained on Homura. "Just some tidbits from a mutual acquaintance. Shall we speak privately, Akemi-san?"

"Step over there," Homura said, pointing away. "And I'll talk with you."

"Of course."

Mami turned and walked back a little toward the roof exit, safely out of earshot of Madoka, Sayaka, and Hitomi. Homura followed her. At least this way, their conversation wouldn't be overheard by anyone else. Homura suspected this would be the only time during the month that she'd have to converse with Mami Tomoe. Soon enough, the witch at the hospital (Charlotte, she reminded herself) would end poor Mami's life. Homura hated to see it, but try as she might, Mami usually died.

As Homura walked across the rooftop, a brief bit of movement to her left side caught her eye. She glanced over. On the tower next to the school roof stood a red-haired girl leaning against a pillar, one ankle casually crossed in front of the other. She was watching Homura and Mami with a grouchy expression and eating an ice pop. Homura recognized her immediately.

_Kyouko Sakura. Why is she here? She shouldn't be at this school. She shouldn't even be in this city right now._

This didn't make any sense. Kyouko Sakura never showed up in Mitakihara this early in the month. Usually, she came after Mami was dead (No doubt egged on by Kyubey). Here was another unusual variable. Why were some things in this cycle so different from the way they had usually been? It was very off, and Homura couldn't figure out why.

If Mami Tomoe noticed Kyouko, however, she made no indication. Her gaze never left Homura. Homura decided to deal with one issue at a time and ignore Kyouko for now.

"I understand you're a magical girl," Mami said. "I am as well. I've been the only one in this city for some time, yet suddenly there's a flurry of activity. It's refreshing in a way. Are you new to Mitakihara, or did you live here before you made a contract?"

Homura stood up straight as she addressed Mami. "There's no point in us making small talk or exchanging pleasantries. Just say what you came to say."

Mami's smile stayed, but her eyes looked perturbed. "As you wish. I was told you attacked Kyubey the other day. Might I ask why?"

"My own reasons."

"I suppose it was naïve to think you'd be forthcoming about that. I'm willing to forgive and forget, however, as is Kyubey. I understand that sometimes magical girl matters can be complicated."

Homura said nothing back.

"Perhaps I wasn't clear," Mami said. "I'm offering you a chance to apologize and atone for your behavior."

 _How gracious of you._ But Homura still kept silent.

Mami sighed. "What a shame. Very well, I won't press you on that. I am curious about one other thing, however. Did you, by any chance, break into a criminal hideout this past week and steal armaments from them?"

Homura was startled. It made sense that Mami would know about Homura's attack on Kyubey (the little rat was a notorious tattler when such an action suited its needs), but how did she know about the Yakuza building? The guys that Homura had robbed couldn't have even known about her presence there. Had Kyubey squealed about that too? But how would it have known?

Her brief change in expression didn't go unnoticed by Mami.

"So it was you," Mami said. "I can see the answer in your face clear enough. What in the world would possess you to do _that_?"

Homura maintained her silence. It was unexpected that Mami somehow knew about that, but Homura wasn't about to share any sort of detail with her.

"Have you nothing to say?" Mami asked.

"Not to you."

"There are many witches in Mitakihara and ample room for more than one magical girl," Mami said with a patient smile. "We don't need to be enemies, you know. I think, given enough time, we could even be friends."

"That's unnecessary."

Mami stiffened, and her expression changed to a hard, serious look. "I see. If that's how it's going to be, then."

"It is."

Mami's eyes darted over Homura's shoulders. "Those other girls."

"What about them?"

"They're potential magical girls. Aren't they?"

Homura shook her head. "They're not going to contract. You can forget about it."

"Oh? I hardly think you can make that decision for them."

"I won't allow it."

Mami's smile returned but took on a smug look this time. "Ah, I see your motivation now."

"Do you?"

"Yes. That attitude coincides with your attack on Kyubey. You don't want competition from other magical girls in this city, do you? You feel threatened by the prospect of it. How petty and small-minded."

"It doesn't matter what you think. Stay away from those girls. I want them to keep safe."

Mami blinked. "Surely you don't believe I would harm them?"

"Not directly, no."

"Not indirectly either."

The two girls stared at each other in silence for a moment. A gentle breeze blew across the rooftop, and Homura could hear the indistinct chatter of other students. Madoka, Sayaka, and Hitomi were no doubt watching Mami and Homura. But Homura couldn't worry about that. She had to stand her ground until Mami Tomoe was gone.

Finally, Mami spoke. "I can see this is going nowhere. I'll leave you with a warning, then: I am not someone you want to take lightly, Homura Akemi. So tread carefully and choose your actions wisely. Do I make myself clear?"

Homura didn't reply. She was far past the point where she would have found Mami Tomoe intimidating. It would have been nice to accept Mami's offer of friendship and try to work alongside her. But Homura knew where that road led. She had followed it before, and it had hurt her badly. Even when she and Mami had been on good terms, Homura had _still_ failed to save her from Charlotte at times.

"Your silence with have to suffice as a yes," Mami said. "Have a good day."

With that, Mami turned around and left Homura standing by herself.

Homura slowly made her way back over to the other girls, trying to make sense of it all. How did Mami know that Homura had taken weapons from the Yakuza building? She had never known about that before (in fact, even when they worked together, she had never asked where exactly Homura got her guns). Mami Tomoe hadn't developed clairvoyance, had she? No, someone had just tipped her off. Probably Kyubey. That creature had a way of knowing things it shouldn't. What else had it told Mami about Homura?

And why had Kyouko Sakura shown up at Mitakihara Middle School? Was she hunting Mami? Homura? Or did she have another agenda altogether? Homura looked over at the opposite tower but saw that Kyouko had vanished as well. Was Kyouko the "flurry of activity" Mami mentioned?

What would happen if Mami and Kyouko ran into each other? Homura knew that they had a history; she had caught snippets of it before. But even in timelines where they had worked together, the two had never seemed especially close. If they weren't part of a group of magical girls, they might end up fighting. For that matter, Homura had seen them argue even when they were working together. Some people's personalities just clashed that much.

Homura had little time to think over all that, though. When she sat back down with her friends, she was immediately hit with a flurry of new questions from three sides.

"Who was that girl?" Madoka asked. "I didn't recognize her. Is she a third-year?"

"She's nobody important," Homura replied.

"Is she another magical girl?" Sayaka asked.

"Yes," Homura said. "But don't go near her."

"Why not?" Sayaka asked. "She looked like she was pretty nice."

"Is she bad?" Hitomi asked.

"She's dangerous," Homura said. "And not all magical girls have honest intentions."

_Like me sometimes, I suppose._

"How do you know her?" Madoka asked, peering at Homura intently. "Did you two used to be friends or something?"

"You could say we've had run-ins in the past," Homura said. "But don't worry about that."

"So, you're not close with her?"

"No," Homura said, shaking her head. "I am not."

"Oh, that's good, then."

Homura was spared having to answer any further questions by the ringing of the school bell. It would be another afternoon of ignoring her teachers' lectures and focusing on her planning, but that was fine. Some things were more important than school, after all.

* * *

When the final bell rang, Homura knew what she needed to do. She had to find Kyouko Sakura and win her over before she went and started trouble like she usually did. Homura wasn't entirely sure how'd she do that – usually she had something to offer in exchange – but figured simply pitching the idea of fighting Walpurgisnacht together might work. It had before, after all. She would also need to discern Kyouko's reason for coming to Mitakihara. It might have been to seek out Mami, but if that was the case, Homura wanted to keep the two of them from coming into conflict.

After class, she made some polite small talk with Madoka, Sayaka, and Hitomi. That was expected of her, after all, and she was starting to enjoy it. Before she could excuse herself, however, Sayaka spoke up.

"I would love to hang out with you guys," Sayaka said. "But I have something I need to do today."

"Are you going to visit Kamijou in the hospital?" Madoka asked.

Sayaka's eyes widened. "Madoka!"

"Oh, so you are!"

"I have some time before my flower arranging lesson," Hitomi said. "May I accompany you?"

Sayaka's eyes shifted back and forth. "Uh, sure. We're just going to listen to music since I got a CD for him the other day. It might be boring for you."

"That's perfectly fine."

Sayaka didn't look enthused at the prospect of Hitomi coming along, but the two set off together anyway.

"That probably meant nothing to you," Madoka said to Homura after they were gone. "Kamijou is a boy in our class, but he was hurt badly in an accident and has since been in the hospital. Sayaka goes and visits him to cheer him up."

"I see." Homura was aware of all of that (painfully aware), but for the sake of appearance, she had to act ignorant.

"Sayaka is very fond of him," Madoka said. She suddenly waved her hands. "Ah, but don't tell her I said so, please!"

"My lips are sealed," Homura said.

"Thanks. And I guess Hitomi's going along to support her."

 _That's probably not why she's going_ , Homura wanted to say, but she couldn't get personally involved in that. Instead, Homura simply nodded.

"So, it's just us now," Madoka said. "But that's okay. Do you want to go and eat somewhere with me?"

"I can't," Homura said. "I also have something I need to do today. Something I can't put off."

"What kind of something?" Madoka asked. "I'll help out!"

"I don't want to involve you in it," Homura said.

"Ooh, so it's magical girl stuff?"

"Yes."

"Please, may I come along then? I won't get in your way, I promise!"

"I'm sorry, but no."

Madoka's face immediately turned sad. She looked up at Homura with pleading eyes.

Homura wasn't going to fall for it today, however. "Please, just head home. Or go with Sayaka Miki instead. You can probably catch up to her if you hurry."

It was still too early for the witch Charlotte to appear. That never changed, so Homura knew nothing bad would happen to Madoka at the hospital.

Madoka sighed. "Okay."

Homura felt guilty about letting Madoka down, but she really needed to get to work. And time spent searching was time she wasn't spending preparing to fight Walpurgisnacht. She made her way out of the school building and into the bright afternoon sun. She had a long way to walk and couldn't afford to dawdle.

Homura turned a corner past a large building that was under construction. As she passed by the large signs advertising it ( _Sagawa Real Estate Company:_ _Luxury apartments coming soon!_ ), she realized someone was following her and likely had been ever since she had left the school. And she was pretty sure she knew who it was. She stopped and raised her voice.

"You may as well come out."

She turned around and saw a pair of pink eyes peeking at her from around the corner of the chain-link fence that bordered the sidewalk. Madoka emerged and walked up to Homura, sheepishly rubbing her hand behind her head as she did.

"Ah, hello, Homura-chan. I guess I wasn't a very good spy."

Homura sighed. "Why are you here, Madoka? I said I didn't want you involved."

"But that only made me want to know what you were up to even more!"

"Your curiosity will be the death of you if you aren't careful."

Madoka flicked her wrist. "Come on, Homura-chan. Isn't that a little dramatic?"

"I'm serious. As I said yesterday, this isn't a game. Remember the witch's barrier?"

"Yes, but we're not in one of those right now. And even if we were, you'd protect me, right? You're a powerful magical girl, after all. It's what you do."

"I will always protect you, Madoka, but sometimes the best way to do that is not to allow you to get into bad situations in the first place."

Madoka blushed and put her hands to her cheeks. "You'll always protect me? That makes me happy."

_Is that all she heard me say?_

"Madoka, I do want to make you happy, yes, but also I want to keep you _alive_ ," Homura said.

"Well, I'll be safer if I'm spending time with you. Plus, there's our…you know…" Madoka looked away and scuffed one shoe on the ground.

"No, I don't know. Our what?"

"Oh, Homura-chan. You're going to make me say it out loud?" Her face reddened even more, and she lowered her voice. "Our special connection."

Despite herself, Homura felt her face grow warm as well. _Does she think we're characters in a girls' manga or something?_

It wasn't completely bad if Madoka thought like that. It was actually nice. And having one's feelings reciprocated was lovely.

_Maybe this is for the best._

"I suppose if I don't bring you along, you'll simply follow me of your own accord," Homura said. "So, alright. What I'm doing today should be fairly safe anyway. But if something happens, and I tell you to run away, you have to listen to me. Okay?"

Madoka smiled brightly. "Sure thing!"

Homura set off again, this time with Madoka walking next to her.

"So, what are we off to do?" Madoka asked as they crossed a street.

"I'm searching for someone," Homura said.

"Who? That older girl you were talking to at lunch? I thought you said she was dangerous."

"No. Not her."

"Oh." Madoka rubbed her chin. "Is it that red-haired girl who was watching us from the school tower?"

"I'm surprised you noticed her."

"Well, she was kind of hard to miss, especially since she wasn't wearing a uniform."

"I suppose. Yes, I'm looking for her."

"Is she an old friend of yours?"

"Not exactly, no."

"Are you going to try and make friends with her?"

Homura shook her head. "No. And you ask a lot of questions, Madoka."

Madoka giggled. "Thanks."

"That wasn't a compliment."

"Aw, don't be like that, Homura-chan. Anyway, that girl didn't look like anyone from our school."

"She doesn't attend our school."

"I guess nobody told her that outsiders aren't allowed on school property."

"From what I know of her," Homura said. "She's not one to follow the rules."

"Is she a magical girl too?" Madoka asked.

"Yes."

"Wow, there's a lot around, huh?"

"Indeed."

Fortunately, Madoka changed the subject from magical girls to Hitomi's love letters. Homura was more than happy to switch to a topic far more innocuous than magical girls. Madoka chatted on about that for a bit while Homura politely listened.

Eventually, they reached their destination – a ruined church on the outskirts of Mitakihara. Just a little way up the road was Kazamino proper. Homura looked up at the building. Several of the windows were broken, and the roof was in dire need of repair. One of the walls had been blackened in a fire. The small yard was completely overgrown with weeds and littered with trash.

_All I really had to do to find her was follow the smell of fast food, but this is where she should be._

There was a sign on the wall around the church, but Homura ignored it. She was about to scale the wall but then noticed the gate was open. That was odd. Usually, it was locked. Kyouko Sakura wasn't fond of visitors.

"Are you sure the magical girl is here?" Madoka asked. "It looks abandoned."

"She's most likely here, yes," Homura said. "Now, keep quiet. And when we find her, let me do the talking. You're not to be involved, remember?"

"Right!"

As they made their way into the church vestibule, they heard voices. But Kyouko Sakura definitely wasn't one of the speakers. It was adult voices. Homura froze, then ducked under a table, pulling Madoka down with her.

"Don't move," Homura whispered. Madoka gave her a questioning look but fortunately stayed still and quiet.

After a moment, they heard footsteps, and Homura could see two pairs of legs walking through the vestibule. It was a man and a woman.

"—a real eyesore," the woman said. "Since the accident, nobody's been here except for vagrants and vandals."

"Such a shame," the man said, though he didn't sound too upset. "It was doing fairly well before that, right?"

"Yes, but then the preacher went crazy. You know how it is with these religious types."

"All too well. This is going to be a total teardown, right? I mean, even if you were to renovate the building, who would want to come here knowing what went down?"

"Exactly," the woman said. "And nobody will miss this dump anyway. I'll call the demolition company tomorrow, and hopefully, we can have the whole lot cleaned out before the end of next week. Then we'll start construction."

The man and the woman continued talking, but as they exited the church, their voices faded into nothing. Homura waited a moment and then heard the gate outside slam shut. They were safe. She breathed a sigh of relief then emerged from under the table with Madoka right behind her.

"What was that all about?" Madoka asked.

"I'm not sure," Homura said. "Come on, let's see if anyone else is here."

The inside of the church was as much a mess as the outside. Dust filled the air and coated every surface. In one part, the ceiling was leaking, and mold had started to grow. Someone had scribbled graffiti on one wall, and another looked like someone had punched a hole in it.

But after a thorough search, Homura was ready to give up. Kyouko Sakura wasn't anywhere in the church. She might have been out hunting for witches, of course. But Homura would have expected her to be doing that at night. In previous cycles, she had usually dozed during the day. And Homura couldn't imagine her tolerating strangers walking through her family's church.

"I don't think she's here," Homura said. She leaned against a wall, racking her brain for the other places Kyouko Sakura usually frequented.

"That's too bad," Madoka said. "What's next?"

"There's another place that she might be," Homura said, standing up. "Let's go."

"Right behind you!" Madoka said, following her outside and back through the churchyard. "So, what are you going to do when you find her anyway?"

"Just talk to her."

"About magical girl stuff?"

"Yes."

"Ooh, what?"

"Nothing you need to worry yourself about."

Madoka actually hopped a little. "Aw, please, Homura-chan? Just a little hint?"

Homura sighed. "I'm going to ask for her help fighting a certain witch."

" _You_ need help? But you're a powerful magical girl!"

"I could beat the witch without her," Homura said. That wasn't entirely true, but oh well. "However, her assistance would make things quicker and easier."

"If I were a magical girl, I'd help you out!" Madoka declared. "Then, I could also protect you, and you wouldn't have to go all over the city looking for this other girl."

"No." Homura stopped and gave Madoka a withering look. "You will not become a magical girl. Ever. You will not even entertain such thoughts. Do you understand me?"

"Eek!" Madoka held up her hands and shrank away. "I'm…I'm sorry! I didn't mean to upset you!"

_I went too far. I almost lost my temper there. But I can't even explain to her that she's the one who asked me to stop all this._

"It's alright," Homura said gently. "And I'm sorry too. I said that a little more sharply than I intended. But I can't have you thinking such things."

"I won't suggest it again." Madoka's smile returned. "Don't worry about it, Homura-chan."

Homura suddenly remembered Madoka saying that exact thing to her once before. Mami Tomoe, Sayaka Miki, and Kyouko Sakura had all perished. A nightmarish witch was descending on the city, its insane laughter echoing in Homura's ears. She was terrified, but Madoka stood steadfast.

 _It has to be us,_ the Madoka in her mind said. _We're the only magical girls left. Don't worry about it, Homura-chan. Together, we won't lose._

But they had lost. The city was reduced to ruins by the witch's attack. So many people had died. Madoka had died.

And Homura's heart had been broken.

"Homura-chan? You went quiet." Madoka gently touched her arm. "And you look pale. Is something wrong?"

"No." Homura took a deep breath, counted, and exhaled. "Nothing is wrong. Come on, let's get moving. Daylight's wasting."

* * *

The arcade in downtown Mitakihara was a brilliant symphony of light and sound. The flashes of the game machines and ringing of bells might have been a sensory overload for some people. There was loud ambient chatter and laughter and the warmth of dozens and dozens of people crammed into one space.

It was the sort of place Kyouko Sakura liked. During every loop, she came here to play at least once. Homura and Madoka searched up and down the rows of machines, but there was no sign of her. Madoka wondered if they could ask people if they had seen her, but Homura felt like the description they'd have to give was a little vague. There were many teenage girls who came to this place. And Homura didn't want to attract attention.

Madoka then suggested checking the dining area. Homura had to admit it was a good idea, and immediately scanned the crowd of people eating there. She spotted a couple of girls at one table behaving all lovey-dovey. At another, a pretty green-haired girl who was staring off into space gave Madoka and Homura an odd look before returning to zoning out. Next to her, some boys were comparing the prizes they had won.

But there was no sign of Kyouko Sakura anywhere. Homura was annoyed that their search had been fruitless.

_So what now? Where is she? Am I going to have to check every restaurant and convenience store in the city? There are only thousands and thousands of potential places she could be, after all. Maybe I should go search the hotel she stays at sometimes._

Of course, there was no guarantee Kyouko was there either. In the end, Homura figured she might just have to camp out by a witch's barrier and wait.

Madoka suddenly giggled.

"What's so funny?" Homura asked.

"Homura-chan, if you wanted us to visit the game center together, you could have just said so. I'd be happy to play with you."

Homura tilted her head. _And now she thinks I was trying to turn this into a date. Fine, I'll go with that. It's better than her running off to make a magical girl contract._

"That wasn't my intention," Homura said. "But, I suppose it wouldn't hurt to relax some now that we're here."

"I knew you had a fun side," Madoka said. "You might come across as super-serious all the time, but you're not, are you?"

Homura shrugged. "I'm just me."

"You are. And that's just fine." Madoka smiled sympathetically at her. "I'm sorry we couldn't find that girl you were looking for."

"It's fine," Homura said. "I'm sure she and I will run into each other at some point anyway." Fate would no doubt make that happen somehow. "Let's just get something to eat."

Once again, Homura would need to adjust her plans and improvise. Things had drifted further than she would have ever expected. And new issues kept popping up.

On the other hand, Madoka was safe. And Sayaka Miki trusted her. Mami Tomoe didn't, but that wasn't anything new. And soon, she wouldn't be a factor at all.

On the surface, things seemed to be going well, but Homura couldn't escape the feeling that she was still treading water. Just how long could she keep this up?

**Notes for the Chapter:**

> The plots are starting to collide some. We'll check back in with Mami in the next chapter.


	8. All That's Left

Kyouko wasn't the best-behaved houseguest in the world. She slept until noon and ate up Mami's food. She cranked the TV to full volume and played music loudly (Mami was amazed the neighbors hadn't complained). She'd bring home snacks and fast food and toss the wrappers wherever. She put her feet up on the furniture and sometimes forgot to remove her boots when coming in.

But Mami was elated at having her around anyway. She would have put up with almost anything just keep Kyouko around.

It wasn't all smooth sailing, however.

After Mami had tried speaking with Homura Akemi at school, she had expected Kyouko would be eager to help figure out what their next move would be. Mami was sure there was more going on with Homura Akemi than met the eye – even Kyubey didn't know much about her – and she had expected Kyouko would be interested in that mystery. Even if she wasn't, she then surely she would be willing to help prevent a territorial dispute from spiraling into all-out war.

When Mami returned home from school, however, Kyouko confronted her at the door, looking angry.

"Just what the hell were you doing at lunch today?" Kyouko demanded. "I was waiting for the signal to jump over and kick that girl's butt."

"You know that wasn't the approach we were taking," Mami said. "I needed to talk with her first and clarify a few things."

"So what exactly did you 'clarify,' Mami?"

"Very little, unfortunately. Homura Akemi, it turns out, is a rather taciturn girl."

"Huh? What's that mean?"

"It means she didn't speak much."

"Couldn't you have just said that instead of using some fancy word?"

"Kyouko…"

"Whatever. Did you get anything useful out of talking with her?"

"Well, she's definitely the girl who stole weapons from that criminal hideout."

"We pretty much already knew that, though. That's not useful."

"And she's close with some other girls who are potential magical girls but is adamant against them contracting."

"We already knew she was a territory-snatcher too," Kyouko said. "So she either wants to be the only magical girl around, or she wants to make it so that if those other girls do make a contract, they'll only listen to her. So what?"

"That's more or less all," Mami said. "Though I did warn her against trying anything she might regret."

Kyouko laughed. "You warned her? You _warned_ _her?_ What good is that gonna do, Mami?"

"It will make her think twice about escalating things, which I believe it has. She's made no move against anyone."

"She hasn't had the chance to yet. And don't forget that she attacked Kyubey."

"Well, hopefully, she'll see the errors of her ways with regards to that," Mami said. "But fighting should be a last resort, not the first solution to attempt. I'm willing to give her another chance."

Kyouko threw up her hands in frustration. "Then why am I even here, Mami?"

 _Because I need you here with me,_ Mami wanted to say. _Not to fight those other magical girls, but to keep me from going mad in my solitude. Because your mere presence is enough to stave off the constant despair that I suffer. Because I don't want to go back to sleeping alone. Because I want to see your face every day, Kyouko._

She couldn't say any of that, though. And everything she had thought to say about making plans or seeking answers suddenly vanished from her mind. Instead, she had stared at Kyouko in silence, just like Homura Akemi had stared at her. Kyouko had less tolerance for that behavior, however. She made a disgusted noise and stomped off. Mami then heard sounds of a television variety show playing and Kyouko's guffawing laughter.

Well, that was fine. At least she was nearby. Mami felt guilty about dragging things out just to keep Kyouko around, but without a reason to stay, Kyouko would simply return to Kazamino.

They ate dinner without talking and afterward went out into the city to hunt witches and search for Anzu Anzai (Kyubey indicated she was still in Mitakihara). They didn't find any witches but did encounter a stray familiar near a factory. Kyouko grumbled about taking it down but thankfully didn't bring up the very nasty argument she and Mami had once had about killing familiars. Of course, she didn't lift a finger to help, and Mami dealt with the familiar on her own. Mami wondered if they'd run into Anzu Anzai or Homura Akemi while fighting the familiar, but neither of them showed up. Perhaps their views were like Kyouko's, and they found fighting anything that didn't drop a grief seed a waste of time.

Kyouko's anger from earlier seemed to have faded, however. She even laughed and joked some as they returned to Mami's apartment.

At school, Mami made no further attempt at approaching Homura Akemi. She suspected Homura Akemi was a reasonably skilled magical girl but was confident she could take her if it actually did come to fighting, much as Mami would dislike that. She knew that in a territory fight, a straight-up battle would certainly resolve things quickly, but Mami held out.

During lunch, she walked up to the tower opposite the school roof and looked over at the students eating in groups. She saw Homura Akemi sitting with the same three girls she had been with the previous day. Mami was a bit envious of them. What would it be like to eat lunch together with a group of friends every day? Mami had acquaintances in her class but wasn't that close to any of them. And Kyouko, of course, didn't attend school.

When the day was over, she simply returned home. Kyouko was still in a good mood, going on and on about some comedy show she had spent all day watching. Mami sat next to her on the couch, smiling and politely listening. She was pleased Kyouko was enjoying herself. Kyouko had also decided to go and buy more snacks (Mami had given her some money so that she wasn't forced to steal). As Mami didn't have much of a taste for such food herself, Kyouko consumed most of it.

"Why don't I make you some tea to go with your food?" Mami offered.

Kyouko ripped open a bag of chips. "Tea isn't really what you drink with this stuff, Mami. Here."

Mami looked at the bottle of black liquid Kyouko was offering her. "A soft drink?"

"Yeah. You've heard of those, right?"

"Of course I have, but I'm not terribly fond of carbonated beverages."

"Aw, c'mon. This is a good brand. Give it a try."

"Very well." Mami took a drink from the bottle. The bubbles burned her throat, and she started coughing.

Kyouko chuckled. "That bad, huh?"

"Yes," Mami said, clearing her throat. She handed the bottle back to Kyouko. "Thank you. You can have the rest."

"Fine by me." And Kyouko downed most of the bottle in one gulp.

_Wait, that's an indirect kiss, isn't it? Both of us drinking from the same bottle. Oh my._

"Mami?" Kyouko tilted her head. "You're kinda red. The soda mess you up that much?"

"Ah, a bit," Mami said, getting up from the couch and feeling a little embarrassed. She didn't want Kyouko to know what she had just thought. "I'll go make some tea anyway, even if I'm the only drinking it."

"Suit yourself," Kyouko said. "There's no cake left, by the way."

"Then I'll simply have to bake another," Mami said. The cake she had made the afternoon before hadn't even lasted one day. "After I make dinner, anyway."

"You don't have to make dinner tonight. I ordered some food. It should be here soon."

"Again? Well, that's fine. Still, it's a bit early for dinner, isn't it?"

"Well, we'll eat early then go looking for witches and rogue magical girls. Just don't mix up who you want to talk to and who you want to fight." She gave Mami a friendly smirk.

"Of course not," Mami replied, taking the ribbing in stride. She gestured to the pile of food and wrappers. "It's astonishing to me that you're still hungry after all this."

Kyouko shrugged and pointed at the TV. "The next episode's about to start. Want to watch it while we wait?"

Mami decided she may as well and joined Kyouko on the couch. She chuckled at the silly show as Kyouko laughed uproariously at one sketch after another. This was the sort of thing Mami wanted. She just wished there was a way to convince Kyouko to stay at her place forever.

_Just imagine if we could do this every day…_

They found nothing on their patrol that night. The city was quiet and peaceful.

The next morning, Mami awoke to find Kyouko's side of the bed empty. She immediately panicked. Had Kyouko simply decided to up and leave without telling her? Had something happened to her? Mami got up and saw that, in the early morning light, Kyouko was changing back into the clothes she had been wearing when she and Mami had first run into each other.

"Is something wrong, Kyouko?" Mami asked. "It's a bit unusual for you to be up so early."

"Yeah, I got something I need to go take care of," Kyouko said, pulling on her hoodie. "Something I haven't been able to take care of 'cause I've been here."

"What is it? Can I assist?"

"I can handle it by myself. And, you know…"

"Yes?"

"It's been swell the past few days. Really, Mami. I mean that. Thanks for having me over. But I need to go back to Kazamino."

Mami felt her stomach drop. "Just for today, you mean?"

"No. For good."

Mami's lip started to shake. Was that why Kyouko had suddenly acted friendlier after their argument? Because she wanted to leave on a positive note? "For…good?"

"Yeah. I think so. Mitakihara isn't where I belong. And I'm not really needed here. I told you it was only gonna be for a couple of days."

"But…but what about those other two magical girls? You were going to help me ensure they wouldn't be nuisances."

Kyouko shook her head. "Mami, you don't need my help with those girls, especially if you're only gonna talk to them."

"What if it turns into fighting, though?" Mami asked. She felt a lump building up in her throat. Soon it would be hard to talk without bursting into tears.

"Wouldn't matter. You're twice the magical girl they are. And I know you've won turf wars in the past."

That didn't make Mami feel any better. "What if they team up?"

"You heard the same thing I did from Kyubey. That Anzu gal doesn't like other magical girls. She's not teaming up with anyone."

"But it's not impossible…"

"No, it's not impossible, but even if they did, the two of them together are still no match for you." Kyouko shook her head again. "I've thought about it, and there's no reason for me to stay here. Those girls aren't gonna be problems. You'll deal with them, make friends with them, or they'll move on. And that'll be that."

_There is a reason for you to stay: because I want you to stay with me, more than anything._

"But…what if they go to Kazamino?" Mami asked.

"You're just full of 'what ifs,' Mami." Kyouko shrugged. "If either of them come to Kazamino, then I'll deal with 'em then."

Mami figured she should have expected Kyouko's sudden change of heart about staying around, but it still hurt. She thought they'd have more time together. If Kyouko returned to Kazamino, what would Mami have left? All that would remain were the potential magical girls that Kyubey had scouted but were being watched over by Homura Akemi. That shadow of solitude would fall over her life once again.

Mami started tearing up. She couldn't help it.

Kyouko, for once, gave her a gentle smile. "Aw, don't cry, Mami. You're better than that."

But Kyouko was wrong. Mami wasn't better than that, and Kyouko had no idea how much time she cried. Mami knew she had to say something, but words couldn't reach her lips."

"Hey, for what it's worth, I had some fun," Kyouko said. "I'm glad we got a chance to talk again and that things aren't bad between us, even if we'll never see eye-to-eye. And I'm sorry I snapped at you the other day."

Mami still said nothing and simply nodded. She followed Kyouko to the front door of her apartment, wishing she had the strength to simply grab on to Kyouko and prevent her from going. But that wasn't an option.

"Well, see you around, Mami. Good luck with everything."

As Kyouko was reaching for the apartment door that would lead her right out of Mami's life again, Mami finally found her voice. "Kyouko, wait."

Kyouko stopped and turned around. "Yeah?"

Begging Kyouko to stay would do no good. Mami steadied herself and tried for something conciliatory for herself instead. "At least let me walk you back to Kazamino. Allow me that much, please."

"Don't you have school?"

"I can be late," Mami said. She shrugged. "Or even absent. What's one school day compared to spending time with a dear friend?"

Kyouko fidgeted, and her eyes darted to the side. She said something quietly that Mami didn't hear.

"What was that, Kyouko?" Mami asked.

"I said you deserve a better friend than me, Mami."

Mami had to blink to keep the tears from flowing again. "Kyouko…I don't think I could ask for a better friend than you."

Kyouko shook her head and chuckled. "Man, you are in rough shape, then."

"What I said was true."

"Whatever, Mami. Okay, fine. You can come along. I was your guest, so I guess you can be mine for a day." She looked around. "Gotta warn you, though. The place we're going isn't as nice as yours."

"That doesn't matter," Mami said. "What matters is that we're going together."

"Then go get dressed," Kyouko said. "You're gonna cramp my style if you go out in your PJs."

* * *

The city streets were busy with people hurrying along on the morning commutes. Mami and Kyouko passed by adults in business suits and teenagers in school uniforms. It was strange to Mami to think that while everyone was rushing off to their job or school, she and Kyouko were going off to neither.

_Of course, being a magical girl is kind of a job, though I'm not sure this is the usual sort of magical girl business we're going to take care of._

On the outskirts of Mitakihara, Kyouko led Mami down a side road lined with trees and grass on both sides. It was still early enough that Mami could see the dew dripping.

At the end of the road was a large church with a fence around it. Mami looked up at the building. It looked like nobody had cared for it in a long time. The outside walls were dingy and full of cracks, and many of the windows were broken. The paint looked to be mostly chipped off. Vines had started creeping up one of the walls, and it looked like the roof had a hole in it where rain could easily get in.

"Kyouko," Mami said as she followed Kyouko around to the side. "This is…your family's church."

"Yeah, I knew you'd remember it," Kyouko said. "C'mon, up through the window, Mami. The gate's locked, and the key's long gone. Maybe someone had a copy, but not me."

"What are we here to do?" Mami asked.

"Get rid of anyone who shouldn't be here and make sure nothing bad has happened. A few weeks ago, someone broke in and spray-painted something stupid on the wall while I was out getting food. I was gonna cover it up, but then decided 'Nah, it adds some character.' Sometimes scavengers wander in looking for stuff to steal, but anything that wasn't destroyed has been picked over at this point."

Kyouko jumped up through the open window. Mami did the same and landed inside a dark, dank room. The inside of the Sakura church was as bad as the outside. There was debris and rubble and garbage everywhere. Mami saw bugs skittering around in one corner and heard some scratching in the wall that was no doubt rats. Sunlight peeked in through a crack in the wall.

But Mami didn't mind. She'd help out with whatever Kyouko needed.

They made their way into a hallway that was as dark and dingy as the room they had been in. Mami was sure the church was deserted but then heard voices coming from down the hall. They both stopped.

"The hell…" Kyouko said. "This is why I shouldn't have stayed away so long."

"Does this happen often?" Mami asked. "People trespassing, I mean."

"We can talk about it afterward," Kyouko said. "I got some squatters to deal with first. Sounds like they're in the main chapel."

"Are you going to harm them?"

"You don't have to act so concerned, Mami," Kyouko said, frowning. "I'm just gonna scare 'em off. I'm pretty good at it by now."

She ran ahead and charged through the chapel doors, yelling out as she did. "Hey! What the hell do you guys think you're doing in here?"

Mami ran in behind her. Inside the chapel were two men, one in a white shirt and the other in a blue shirt. They both had on safety helmets, the kind that Mami associated with construction workers. Next to them were wooden crates labeled _Warning: Explosive_. The two men paused their discussion and looked up from the blueprints on the table in front of them.

"I said, what are you doing here?" Kyouko asked. Her voice was stern and demanding.

"The ghosts," the man in the white shirt whispered. "Oh my god, they're real."

"They're not ghosts, they're just little girls," the man in the blue shirt said. "Don't be stupid."

"I told you this church was haunted," White Shirt said quietly. "There was a horrible murder-suicide here, and now the spirits are all restless. One of them is a young girl. I heard it about it from Nakata."

"That idiot? Ugh." The man with the blue shirt turned to Kyouko. "We're trying to work here, kid. This isn't a playground. Shouldn't you be in school anyway?"

Kyouko raised her voice. "What are you two doing here?! If you make me ask one more time…"

This was too much for the man in the white shirt. He dropped the toolbox he was holding, and it clanged as the tools in it spilled on to the floor. He turned and ran around Kyouko and Mami to the exit without looking back. The man in the blue shirt groaned loudly and turned back to Kyouko.

"Look what you've done," Blue Shirt said. "I'm supposed to finish setting up so we can demolish this place later today, and now the guy who was supposed to help me ran off. I'm gonna have to go drag him back here, and that's time wasted."

"What did you just say?" Kyouko said. Her eyes narrowed, and her voice dropped to a deadly tone. She began to shake and clenched into her hands into tight fists. "Did you say you're going to demolish my church?"

"Huh? This isn't your church. It's nobody church. It's just an abandoned, run-down ruin. Now beat it, kid. You and your friend both."

Howling, Kyouko transformed into her magical girl form and flew at the man in the blue shirt. With a sweep of her spear, she knocked the man off of his feet, and his safety helmet went flying as he hit the ground. Before he could move, Kyouko stepped over him and pointed her spear down, the tip of its blade almost against his neck. The man looked up at her with his jaw hanging open but didn't dare try to move, lest he ended up skewered.

"KYOUKO!" Mami yelled. She immediately transformed as well, readying herself to stop Kyouko from doing something she'd regret later. She conjured up a musket and aimed at it Kyouko's spear.

Kyouko snapped around. "What!?"

"You said you were only going to scare them!"

"Well, he's pretty scared now! And I said that before I knew these jerks were planning on tearing the church down. I hope you can see the problem with them doing that, Mami!"

"I do, but killing this man will not resolve that issue!"

"It'll make me feel better."

"It will not," Mami said. "It will only make you feel worse. Listen to me! You're not a murderer, Kyouko!"

_I can't let this end in blood._

Kyouko turned and glared down at the terrified man, her eyes blazing with anger. The man was trembling, and his face had gone white. He clasped his hands together, as though in prayer. For one instant, Mami was afraid that Kyouko was going to ignore her and drive her spear through the man's neck, no matter what Mami said. She began applying pressure to the trigger on her gun.

Finally, however, Kyouko pulled her spear back.

"Get out of here," she said to the man. "And don't come back."

"Yes, leave," Mami said. She lowered her rifle. "Whatever job you had to do here is canceled."

"What…what are you two?" the man asked, his eyes darting back and forth between Kyouko and Mami.

"GET OUT!" Kyouko's loud shriek echoed throughout the cavernous chapel.

The man scrambled to his feet and raced to the church exit. He didn't even bother to collect the tools and equipment he had brought with him. After he was gone, Kyouko screamed, picked up the phone he had dropped, and threw against a wall. It exploded in a shower of metal, glass, and plastic. She slammed the butt of her spear against the safety helmet on the ground, sending plastic chunks flying everywhere. Mami ducked as one flew over her head. Kyouko then grabbed a hammer and hurled it at one of the church windows, shattering it apart. Her destructive tantrum went on and on until the chapel was littered with broken objects.

"Damn it all!" Kyouko yelled, breathing heavily. She let go of her spear, leaned back against a wall, and sank to the floor. Her face was contorted in anguish.

"Those men left behind some other belongings if you've not yet had your fill of breaking things," Mami said, pointing at a nearby bag.

"Shut it, Mami," Kyouko spat. She lowered her head. "I'm not in the mood for jokes."

"I wasn't joking. I wanted to make sure you got it all out of your system."

"Yeah, I'm done. Smashing more stuff won't change anything."

"No, it won't." Mami sat down next to her. "Do you want to talk about it?"

"What's there to talk about?"

"Well, for starters—"

"Let me ask you something, Mami. Do you have any pictures of your parents?"

Mami paused before answering. "Yes, I do."

"And that apartment of yours…you lived in it with them before they died, didn't you?"

Kyouko was forcing Mami to dredge up some painful memories, but that was okay. She was hurting. "Yes, I did."

"That's nice for you," Kyouko said. "I've got nothing to remember my family with. Except for this church." She raised her head and looked over at Mami. Her voice cracked as she spoke. "Do you understand that, Mami? I have _nothing else_ , and soon I won't even have this place. They'll be back. There's gonna be more of them than ever now. And the minute I turn my back or doze off or whatever, they'll tear everything down."

"Kyouko…" Mami reached out and gently touched Kyouko's shoulder.

"Don't," Kyouko said, slapping Mami's hand away. "Don't touch me. I don't want your sympathy."

"Alright. But I'm here for you, Kyouko. Whatever you need me to do, I'll do it."

"There's nothing you can do," Kyouko said. "I can't even be angry at you, though I should be. If I hadn't been in Mitakihara the past few days, I could have chased everyone out of here, and then it never would have gone this far."

"You don't know that."

"Yes, I do. I've been doing it, ever since…ever…since…" Kyouko dropped her head back into her arms and went quiet.

Mami let her be. She got up and walked around the ruined chapel, thinking to herself. It was indeed likely whatever company had sent those workers would end up sending more. Kyouko could stay here and continue to scare them off, but so many problems would arise. She might be picked up by the authorities. Sure, a few police officers were no match for her, but magical girls weren't invincible.

And all while that continued, Kyouko would be in a darker and darker place. That was the worst part.

But at the same time, Kyouko couldn't be expected to simply let go of the church, give it up, and allow it to be destroyed. Mami understood her attachment to it all too well. She would have felt the same if she were in that position.

Mami had a feeling she would miss school that day. She couldn't leave Kyouko alone, not with the state she was in. But if Kyouko didn't want to be comforted, and there was nothing they could do about the imminent demolition of the church, then what was Mami to do? Her head swam. It was hard to believe that only an hour earlier, she had been on the verge of tears while Kyouko had been calm. Mami looked around the ruined chapel.

_I need some sunshine and fresh air. I know Kyouko has a strong attachment to this church, but it's so dusty and stale in here. And I think that's mold growing on that one ceiling tile. This whole place is in dire need of repair. Does she live here? Or is it too painful for her to do so, and she simply comes by to ensure others stay away from it?_

Mami stepped out into the churchyard, studying the building exterior. The stained glass windows on the outside were lovely, the ones that hadn't been smashed, anyway. Mami admired the color for a moment. She recalled seeing pretty churches on a trip to London she had once gone on with her parents. She'd been how old, eight? And they'd had tea and cake at a little café. Recalling that memory hurt, though, so Mami pushed it out of her mind and focused back on the church. A stone cross stood below one of the broken windows. There were some words carved into it, and Mami stepped closer to read them.

_For we walk by faith, not by sight._

It was a lovely phrase, but it didn't mean much to her. That sort of belief was probably something Kyouko followed (or perhaps had at one time). Mami wondered what Kyouko had faith in now. Probably herself, given the sort of philosophy she had adopted.

Toward the front of the yard, a white sign was tacked on to the front gate of the church. Mami walked over to read it. The gate was ajar, and Mami pulled it back. As she read the information on the sign, an idea struck her. She immediately sprinted back inside the church.

"Kyouko!" Mami called as she ran back into the chapel. "Come here!"

Kyouko hadn't moved from her place against the wall. She looked up. "What, Mami?"

"Just come outside a moment. I want to show you something."

Kyouko got up. "This had better be good."

Kyouko joined Mami in the weed-infested churchyard. She idly kicked an aluminum can away, and it ricocheted off the outside wall of the church. Mami motioned toward the sign on the front gate.

"So, what is it?" Kyouko asked.

"Sagawa Real Estate," Mami said, pointing at the sign. "See?

"Yeah, what about it?"

"That's most likely the company the ordered the demolition of your church. If not, they know who did."

"So?"

"Don't you understand, Kyouko?" Mami asked. Her voice rose as she spoke. "There's an address on it for an office in the Mitakihara business district. We can go there and make a complaint about this situation in person. We can put a stop to whatever they're planning to do here and ensure it's never a problem again."

"Is that even possible?"

"I have faith that we can manage it."

"We?"

"Yes, 'we.'" Mami smiled at her. "You didn't think I would abandon you to handle this by yourself, did you?"

**Notes for the Chapter:**

> The phrase on the cross at Kyouko's church is from the Bible, specifically 2 Corinthians 5:7.


	9. Sagawa Real Estate

Mami and Kyouko found themselves in the open atrium of a massive skyscraper. It stretched several floors upward, with shops and restaurants lining the outside. In the center, a giant marble fountain shot water up into the air in a series of beautiful parabolic arcs. Flowers of every color lined the walkways, and calming orchestral music played out from speakers in the walls.

"Would you look at this place?" Kyouko marveled, turning around as she walked. "It's huge."

"Yes, it is rather nice as well," Mami said. She had been here once before when a witch had wandered in. That had been after hours, thankfully. The stores and businesses had been closed, and the building had been dark and deserted. Fortunately, it had been a quick search and an easy victory, and the shoppers and occupants of the building never had any idea of what had taken place there.

"There's a lot of stuff here," Kyouko said. "How are we going to find Sagawa Real Estate?"

"The first few floors are a miniature shopping mall," Mami said. "The business offices here are located on the upper floors, so we'll need to make our way there. Let's find a building directory."

At a touchscreen terminal, Mami tapped in what they were looking for, and the terminal returned the floor, as well as a route to the nearest elevator.

"Here we are," Mami said, pointing at the terminal. "Sagawa Real Estate, floor sixty-seven."

"Sixty-seven?!" Kyouko boggled. "Tell me we're not gonna take the stairs this time."

"We won't have to," Mami said. "There are working elevators, of course."

They got on the elevators and punched in the code for floor sixty-seven, but before it took off, a woman got on behind them. She was wearing a navy business suit and gave Mami and Kyouko a disapproving look with a raised eyebrow after she entered the code for a different floor.

_She probably thinks we're delinquents or truants, and I suppose that's true for Kyouko and myself, respectively. But in my case, there are sometimes more important things to do than go to school._

Mami smiled politely at the woman and said nothing.

Kyouko, however, had less inhibition. She scowled and asked, "What are you looking at?"

Mami elbowed her lightly. "Kyouko!"

"Humph."

Mami turned to the woman. "Ah, please excuse her."

The woman still frowned at them, but thankfully took it no further. After a moment, the elevator stopped, and she exited. Mami and Kyouko were able to talk freely again as the elevator renewed its ascent.

"Kyouko, we really ought to not draw attention to ourselves," Mami said.

Kyouko shrugged. "Don't we have bigger things to worry about, Mami?

Mami sighed. "I suppose. Let's return to the task at hand, then."

"Right. I can't wait to hit this office," Kyouko said, cracking her knuckles. "They're gonna be sorry they tried to mess with my church."

"Take it easy," Mami said. "I know this is very important to you, but we need to approach this matter carefully so that we get what you want and also…avoid causing excess damage." Mami was glad she was here in case Kyouko decided to stage a repeat of what she had done in the church.

Kyouko frowned. "Okay, fine. We'll try it your way, Mami. What's the plan?"

"For starters, we can't charge in with guns blazing."

"Why not?"

"Many reasons. Also, that's not really a plan."

"Sure it is."

"Okay, it is technically a plan," Mami conceded. "But it's not a good one. Let's begin by finding someone in charge and speaking with them."

Kyouko groaned. "More talking?"

"As a starting point," Mami said. "Remember, we're not hunting a witch, we're dealing with normal people."

"Normal people who want to tear down my family's church. Don't forget why we're here."

"I would never forget," Mami said. She again wondered what Kyouko did in that church. Did she live there and wander within its halls, thinking of her lost family? Or was it too painful for her to spend any more time in there than was necessary to deal with intruders? Or even something in between?

Those questions were too personal to ask.

The sixty-seventh floor of the building branched off into four different corridors from the elevator landing. Sagawa Real Estate was down the north hallway and behind a large glass front. They made their way into a large open lobby decorated with plants and comfortable-looking stuffed chairs. Behind the massive receptionist desk, there was an open doorway that led back to workers' offices.

"Excuse me?" Mami asked as she approached the desk.

The receptionist, a young woman with glasses, looked up at them. "Um…can I help you?"

"Good morning," Mami said, bowing. "We're here to speak with the manager of your business dealings."

"Are you trying to be cute?" The woman rolled her eyes. "You're a little young to work in the real estate industry."

"We're not clients," Mami said. "We're simply here to resolve a small matter that involves this company. Would you please tell me who's in charge here?"

"Well, that would be Ozaki-san, she's the lead manager. But what do you need to talk with her about?"

"Ozaki-san, excellent. Our business with her, however, is private. Would you kindly inform her that we're here to see her?"

"She's busy," the receptionist said. "Too busy for your nonsense."

"It shouldn't take too long," Mami said. "But this matter is important and rather time-sensitive, so if you don't mind, we really need to—"

"Screw this," Kyouko said, walking around the receptionist's desk and through the doorway beyond. "You can keep talking, Mami. I'm gonna find this Ozaki lady."

"Hey!" the receptionist exclaimed, standing up. "You can't go back there!"

"I'm afraid we must insist," Mami said, smiling at her. "Don't worry. We won't cause any trouble."

_I hope._

With that, Mami followed after Kyouko, leaving the receptionist standing there. The door led to a big open office with rows of work desks. Nobody paid any attention to Mami and Kyouko. All the employees were busy typing away at computers or talking on phones.

"Hey, you!" Kyouko said, slamming her hand down on the nearest desk. The man sitting at it jumped, and others looked up from their work. "Where's Ozaki?"

"Uh, her office is at the end of that hall," the man said, pointing with one hand while resting his other over his heart. "Last one on the left."

"Good." Kyouko stormed off in that direction.

"Thank you kindly," Mami said with a small bow. "Please pardon the disruption." She ran and caught up to Kyouko. "What are you doing?"

"Getting to the head honcho so I can put a stop to her destroying my church."

"Yes, I realize that, but we need to be a little more discreet, Kyouko."

"Mami, I don't owe these people anything."

"No, you don't. But I think we can do this without so much trouble." She looked Kyouko squarely in the eyes. "Will you give me a chance to do so?"

"Okay, what's your genius plan, then?"

"We'll start by politely talking with her," Mami said. "If she balks, we'll apply some pressure. If she still refuses to deal with us, then we can show her a little of what magical girls are capable of."

Kyouko grinned. "I like the sound of that second part."

"It's only a last resort," Mami emphasized. "Please, follow my lead."

Kyouko chewed her lip. "Alright, Mami. We'll do it your way. But this had better work, or I'll just trash this whole place."

"I doubt it'll come to that." The last thing Mami wanted was for Kyouko to go on a destructive rampage.

"If it does, are you gonna help out, or will you just stand around and cluck your tongue?" Kyouko asked.

"I promise that I will help you, no matter what it takes or what we have to do here," Mami said, praying she hadn't just committed to unleashing her magical girl powers on civilians. "Now, let's go get this done."

At they approached the office, they could hear a woman speaking. When they got closer, they saw a woman sitting at a fancy desk with a phone to her ear. She looked like a typical corporate execute: she was wearing a neatly-pressed dark grey suit, and her hair was done up in a tight bun. She had a narrow face and a thin smile.

"Well, we can't all be as fortunate as you," the woman was saying into the phone, chuckling. She looked up as Mami and Kyouko walked in, then waved a hand at them, shooing them away.

Mami stood her ground, however, and shook her head.

"I'll have to call you back," the woman said into the phone. She hung it up and gave Mami and Kyouko an annoyed look. "What?"

Mami put out her hand in front of Kyouko to prevent her from flying right at the woman. Thankfully, Kyouko took the hint and stayed where she was, but looked at Mami expectantly.

"Are you Ozaki-san?" Mami asked.

"I am," the woman said. "And you are…?"

"That's not important. I apologize for interrupting your workday, but we're here to speak with you about a property we believe your company owns."

"I'm pretty sure there are no appointments on my calendar for meetings with random teenagers. So get lost. Now."

"I'm afraid we can't do that," Mami said. "You see—"

"Little girl, you and your friend have exactly three seconds to scram before I call security and have you tossed out."

"There's no need for that," Mami said. "We're here because—"

Ozaki rose up from her chair. "SECUR—"

Mami extended her left hand, and a ribbon encircled Ozaki's jaw, gagging her. She'd had enough of this woman interrupting her anyway. "I'm sorry, but we can't have you doing that. And while we're at it, please take a seat, Ozaki-san."

She snapped her fingers, and a pair of ribbons flew up from under Ozaki's chair. They pulled her back down and bound her to it. Mami decided this would have to be a slighter harder negation than she might have intended. But that was fine. This was for Kyouko, after all. Ozaki's eyes widened in surprise but then narrowed in anger. She tried to yell, but only muffled sounds came out. She struggled against the bonds. Of course, that did her no good.

Mami turned around. "Kyouko, can you do something about the door? This meeting concerns only us three, and I'd prefer we not be bothered while speaking with Ozaki-san."

Kyouko nodded. "Right, Mami."

Kyouko extended her left hand toward the door, and a magical red barrier flowed from her soul gem ring, slamming it shut and preventing anyone else from entering. That would work better than simply locking the office.

With the office secure, Mami took a brief look around. It was a quintessential executive office with a table and chairs and a fancy credenza. Sunlight shined in through a large window on one side; it was nearly noon. Potted plants sat in each corner, livening up the room.

On the wall were some framed pictures. One of them was of Ozaki standing with a woman with light purple hair, both of them raising glass mugs full of beer in a toast. Another showed Ozaki smiling alongside a man who looked very familiar. Mami peered a little closer and saw that the man was boss from the building several days before where she and Kyouko had run into each other, the same boss that Anzu Anzai had stabbed.

_Well, that's an interesting coincidence._

Mami turned back to Ozaki. "Now then, Ozaki-san. I wanted to give you a moment to calm yourself. But we need you to be able to talk in order for us to speak with each other, so I'll remove the gag. At the same time, if you try to yell again, I'll have to reapply it."

Mami snapped her fingers, and the gag around Ozaki's mouth vanished. She wasted no time in speaking up.

"I don't know who you think you are or what you're doing, you little thug," Ozaki said. Her voice was full of acid. "But you better let me go."

"That's not the best way to begin," Mami said. "And you'll be released when we're through speaking."

"I'm not talking to you. Eventually, someone's going to call the police here. I'm giving you a chance to get out before you end up arrested."

Mami chuckled. "I doubt you'd want the police summoned here, given the people with whom you associate."

"What?"

Mami pointed at the picture on the wall. "Any threat from you is only a bluff. Your friend there has a lot of problems of his own at the moment, doesn't he? Has he recovered from his stab wound yet?"

Ozaki blinked. "How do you know about that?"

"That's neither here nor there. The point is that your only option right now is to listen to us and then make a decision as to what you'll do."

Ozaki shook her head. "No. I'm not playing whatever game you're going for."

"This is no game," Mami said. "Anyway, as to the reason we're here-"

"I don't care why you're here. I'm not listening to anything you say."

"But we came here specifically to resolve an important matter. I guess you'll need some encouragement."

Mami didn't like that she had to negotiate even harder with this woman, but some things were unavoidable. And this woman would clearly only respond to a show of strength. Mami nodded at Kyouko, and in a flash, they both transformed in flashes of red and yellow light. Mami conjured a rifle and pointed it at Ozaki's head. Opposite, Kyouko raised her spear and pointed it at the Ozaki's neck. Ozaki went silent, and her face went pale.

"As I said, there's nothing you can threaten us with," Mami said. "Are you prepared to talk with us now?"

Ozaki's eyes darted between the rifle barrel on one side of her and the spear tip on the other. Her breathing came in short, heavy gasps. Finally, she nodded at Mami very slowly.

"Excellent," Mami said, as both girls lowered their weapons. "As I started to say earlier, our inquiry specifically relates to a piece of property that your company has an interest in that lies between Mitakihara and Kazamino, and that's currently home to a church. Are you familiar with it?"

"The…Sakura church?" Ozaki asked. "Right?"

"Yes, that's the one."

"Wait, I know why you're here and what you are," Ozaki's voice dropped to a whisper. "My god. You're the ghosts. I thought that was just a story, especially since we didn't see anything in the church when we went there the other day. I…" She said nothing more and just shook her head in disbelief.

"One of the workers at the church mentioned ghosts as well," Mami remarked to Kyouko. "Care to explain?"

Kyouko shrugged. "I spent a lot of time scaring people away from that place. I guess some folks decided it was haunted. I'm not complaining. It worked in my favor."

"So I imagine." Mami turned back to Ozaki. "In truth, we're not ghosts. We're something else entirely. But you needn't concern yourself with the details of that. Alright?"

Ozaki said nothing but nodded again slowly.

"Good," Mami said. "Now then, let's establish a few things. Your company is the current owner of the lot that has the Sakura church on it, is that right?"

"We…bought it from the city last week," Ozaki said. "I didn't think anyone owned it after—"

"Yes, we're aware of what took place there," Mami said, waving her hand. "There's no need to go into that. We're also aware that you plan to raze the church and put up something in its place."

"It's abandoned," Ozaki said. "Nobody goes there. It's just a worthless ruin."

"It is not worthless!" Kyouko exclaimed angrily, raising her spear again and pointing it at Ozaki's neck. "You better watch your mouth!"

"Kyouko!" Mami said sharply. Kyouko lowered her spear, but still glared coldly at Ozaki.

Mami turned back to Ozaki, who was shaking and panting even harder after Kyouko's outburst. "Ozaki-san, you should think before you speak and be mindful of the words you use. Do you understand me?"

She nodded.

"It's good that you do. Because you're going to need to choose your words even more carefully next." Mami leaned very close to Ozaki and looked right into her eyes. She used her hardest tone of voice as she spoke. "You will not demolish that church. You will cancel any plans you have for that property. And you will not send anybody else there, nor will you make any official reports as to its status. Is that clear?"

Ozaki's eyes darted side-to-side. "Okay. We…my company could hold on to it for you. Keep it as a tax write-off, I guess. We…don't have to do anything with it."

Mami stood up straight and nodded. "That is acceptable."

"Do you…want the place fixed up?"

Mami tilted her head. "Excuse me?"

"It…it needs some repairs. I could send someone to do them if you want…um, no charge, of course."

Mami had no idea how to answer. She turned to Kyouko. "It's your call."

"No," Kyouko said. "I don't want anyone going in there."

_She probably wants it to remain as it was when her father preached there and her family was alive. I can understand that._

Mami turned back to Ozaki. "There's your answer."

"Okay, then…" Ozaki said. "If I agree to this…will you let me go? And not hurt me?"

"Yes," Mami said. "I promise you'll be released unharmed and free to go about your day. We're true to our word. And so long as you keep yours as well, you'll never see us again." She leaned closer to Ozaki once more. " But if you break it, we'll be back. You don't want that."

"No…I don't." Ozaki shook her head. "I'll…I'll do what you say. I promise. I'll call off the entire project for that lot. I'll contact the demolition company and cancel the contract with them right away."

Mami smiled at her. "I'm pleased we could reach an understanding."

"You better do all that," Kyouko said. She had allowed Mami to take the lead, but now apparently felt the need to speak up. "We won't be so nice next time."

"I absolutely swear it," Ozaki said.

"Very good," Mami said. She snapped her fingers, and the ribbons binding Ozaki vanished. She fell sideways in her chair a little, but then steadied and continued to look at Mami and Kyouko in terror. Kyouko extended her left hand toward the far wall and the red barrier she had put up faded away. Mami and Kyouko then transformed back and appeared as regular girls once again.

"Well, we best be on our way," Mami said, bowing. "Have a pleasant day, Ozaki-san."

Before they could leave, however, the office door flung open.

"Ozaki-san!" the receptionist cried as she burst in. "Is anything wrong? I thought I heard yelling and commotion and—oh, those girls. I'm very sorry, Ozaki-san, they shouldn't be in here, obviously. I'll escort them out."

"No need, everything is just fine!" Ozaki exclaimed, waving her hands and putting on a fake smile. "Nothing's wrong. The girls were just delighted to see me, that's all. Ah-ha, they're quite energetic, and you know how loud young girls can be when they're excited."

The receptionist looked at Mami and Kyouko suspiciously, then turned back to Ozaki. "Who are they anyway?"

"This is, uh, my niece," Ozaki said, pointing at Mami. "And her friend from school."

Mami picked up on what Ozaki was doing immediately. She put on a charming smile and added: "Yes, we're in town visiting, and I had to introduce my best friend to my favorite aunt."

The receptionist frowned. "I see."

"We won't take up any more of your time, Auntie," Mami said to Ozaki. "I know you're very busy with important work."

"Uh, yes, I am," Ozaki said. She reached into the purse on her desk and retrieved a fancy brown wallet. She pulled out a stack of bills and held them out to Mami. "Why don't you and your friend go play? Or go shopping?"

Mami took the money and bowed. "Thank you very much, Auntie. We'll be out of your hair now." She turned and grabbed Kyouko's arm. "Come on, Kyouko, let's go get something to eat."

Kyouko looked like she was trying very hard to keep a straight face. Before anyone could say anything else, Mami pulled her through the Sagawa Real Estate office and into the corridor outside. There, Kyouko's face scrunched up, and she exploded into merry laugher.

"That was amazing, Mami!" she exclaimed. "You were awesome back there!"

_And now I truly am a thug just like that woman said. This is not something magical girls would ordinarily do. But it was worth it. It was all worth it to see Kyouko's smile, and I'd do the same thing again without a second thought._

Mami smiled back at her. "Your family's church is safe. I couldn't be happier."

Kyouko threw her arms around Mami's neck and squeezed her tightly. "Thank you, Mami."

Mami was caught off-guard at first, but then embraced Kyouko as well and hugged her back. For an instant, there was nothing else in the world except the two of them, and Mami didn't have to worry about loneliness or witches or school or anything else at all. A feeling of loving warmth spread over Mami, and she did her best to burn that moment into her memory as the girls held each other in that hallway.

Of course, other thoughts eventually crept in.

_So what's next? Do Kyouko and I simply part and go our separate ways once again? I return to school, and she goes back to whatever she does with her time? It's going to be even more difficult for me now._

"Okay," Kyouko said, pulling back from her. "So, what do you want from me?"

Mami raised an eyebrow. "Excuse me?"

"You know, to pay you back. This was huge. That church means everything to me, and without you, who knows how this mess would have turned out? I can't simply accept your help without giving you something for it. So what'll it be, Mami?"

Mami shook her head. "We're friends, Kyouko. Our relationship isn't a transactional one."

"Huh?"

"That means that I did this because I care about you, not because I expected something in return. You don't owe me anything."

"Nah, I'm not accepting that," Kyouko said, shaking her head. "You gotta tell me what you want. I don't like being in anyone's debt."

"You're not in my debt," Mami insisted. "And you don't have to give me anything for my help. Seeing you happy is reward enough."

"Mami, if you don't name what you want, I'm just gonna have to come up with something on my own." Kyouko grinned slyly. "And it might be something super embarrassing. I could show up at your fancy school with a giant cake and sing you a song in front of all your classmates."

Mami chuckled. In truth, she knew exactly what she wanted. But if she ended up getting it because of this, would that be okay? Would it feel like she had helped Kyouko more for herself than for Kyouko's sake? Suddenly, she was torn. It would feel so right and at the same time, so wrong.

Kyouko held out her hands with her palms up, clearly expecting an answer.

_It's greedy, so greedy. What would Kyouko do were our positions reversed? She'd probably have no issue asking for what she wanted._

"Mami?" Kyouko asked. "You went all quiet. You need some more time to think about it?"

"Stay with me again, Kyouko," Mami finally said.

Kyouko tilted her head. "Eh?"

"Stay with me at my apartment," Mami said. "Just as you have the past several days. Not to deal with those other magical girls, mind you, as we talked about before. Stay, because…well, simply stay. That's what I want."

"You mean basically just keeping crashing at your place? Eat your food, watch your TV, and sleep in your bed?"

"Yes. All of that."

Kyouko rubbed the back of her head. "I feel like I'm getting the better end of the deal. This some kind of trick, Mami?"

"No," Mami said. "But you did ask me to name something. This is it."

"And you're serious? You're not joking with me?"

"I am dead serious, Kyouko."

"How long do you want me to stay?"

Mami wanted to answer 'indefinitely,' but knew she couldn't. "A month."

Maybe Kyouko would decide to stay permanently during that month. Stranger things had happened. If not, her continued presence would at least give Mami a month's respite from being alone. And since it was Kyouko, it would be all the more special.

Kyouko rubbed her chin. "A whole month, huh? I'd have to go back to Kazamino from time to time. You know, to check on the church. And someone has to take out the witches there."

"I'll help you," Mami said. "With both of those."

"You're a real oddball sometimes. You know that, Mami?"

"We all have our quirks."

"I guess." Kyouko paused. "Okay, then. I'll come and stay with you. Again."

"Thank you, Kyouko," Mami said. The weight that had been on her shoulders all morning was lifted. She wanted to run and shout and cry tears of joy, but she kept her composure. "It means a lot to me to have you around, and your presence the past few days has made me happier than I've been in a long time. Your family's church is important to you, I know. But you're important to me."

Kyouko reddened a bit. "You don't have to lay it on so thick, Mami."

"But I truly mean every word."

"Ah." Kyouko looked down and stuffed her hands in her pockets. "Well, never mind that. It's settled, I'll stay at your apartment for the next month. So what do we do now?"

"We have the money Ozaki-san so kindly gave us," Mami said, holding up the wad of cash. "Are you hungry? We could go eat something."

"I like that idea," Kyouko said, looking back up. "And yeah, I am hungry. All this running around really builds up an appetite. Ramen sounds good."

"Ramen it is, then," Mami said, starting down the corridor. "Surely there's at least one ramen restaurant among the venues downstairs. Let's go find it."

"Uh, not that I'm too concerned, but are you skipping school entirely today, Mami?" Kyouko asked, falling in step alongside her.

"I suppose I am," Mami said. "Oh well. I'll just have to catch up tomorrow."

"Wow, you're acting pretty casual about ditching."

"Am I?" Mami asked. "Perhaps your bad influence is rubbing off on me."

"Wait, hold on a minute," Kyouko said, smirking. "Is that sarcasm? Are you giving me lip, Mami?"

"Perish the thought."

Kyouko doubled over with laughter. "They oughta mark this day on the calendar or something."

"I'm glad you're so tickled," Mami said, chuckling a little as well.

Kyouko exhaled heavily as she leaned back up from her giggle-fit. "Hey, you called me your best friend back in that office. Were you just play-acting? Or did you really mean that?"

Mami smiled at her. "What do you think, Kyouko?"

"Ah…thanks, Mami," Kyouko said, taking the hint. "You know, when I think about it…you're pretty much my only friend."

_The reverse is mostly true as well._

"Well, at least we have each other," Mami said.

"And…that's not so bad, right?" Kyouko asked.

"Not at all."

"Yeah." Kyouko briefly glanced away again, then looked back at Mami. "What kind of ramen are you going to get?"

"I'll decide when we're there," Mami said. "Perhaps something will strike my fancy. You?"

"With all that money Ozaki gave us, I'm gonna try every kind on the menu."

"Well, don't make yourself sick."

"We should make this into an eating contest," Kyouko suggested. "Whoever eats the most ramen wins. And the loser has to clean up your apartment. It's kind of a mess, Mami. There's stuff everywhere."

Mami chuckled. "And whose fault is that?"

"If you're trying to pin the blame on me, well, here's your chance to get me to take care of the clutter."

"I suspect the odds for such a competition are heavily weighted in your favor, Kyouko."

"We all have our quirks, Mami."

Mami laughed again. "That's more of a strength than a quirk."

"Yeah. Stomach strength."

"Something like that."

"So Mami, let me ask you one more thing," Kyouko said. "Were you really ready to just walk off and accept nothing for your help?" She drew herself up importantly. "Doing a good deed for someone else is its own reward."

"In this case, it was personal to me because it was for you," Mami said. "But yes, I'd have absolutely helped you for nothing in return."

Kyouko smiled and shook her head. "You're unbelievable."

"Is that so?"

"Yeah," Kyouko said. "But, you know…it's kind of nice too. After everything that you go through as a magical girl, you forget what that's like, someone doing something out of the goodness of their heart or whatever. It's good to be reminded of that, I guess."

"I'm touched, Kyouko. Thank you."

"Sure thing, Mami. Okay, enough sappiness. We gonna go eat or what?"

In the end, Mami lost the ramen-eating contest. But she didn't mind one bit.


	10. Pushed

"You seem like you're in a good mood lately, Tomoe-san."

It was lunchtime. Mami had been sitting in the classroom lost in her thoughts but was startled out of her reverie by the voice of her classmate Kinoshita. She looked over to the desk next to hers and saw that he had put his book down and that his eyes were twinkling behind his glasses.

"Ah, I apologize, Kinoshita-san," Mami said. "I was spacing out. Did you need something?"

"What? No, I'm sorry for interrupting your daydream. It must have been a pretty nice one."

Mami chuckled. "Yes, you could say that."

Mami had been preoccupied, and Kyouko had been foremost in her mind. Kinoshita had been right when he had suggested that Mami was in a good mood. With Kyouko sticking around for an extended period, it was like the sun had come out and cleared all the rain clouds around her, including some that she hadn't even realized had been there. Her good mood must have been obvious to everyone around here.

She glanced around the classroom. Two rows back, three of her classmates were looking at their phones and chatting.

"Oh, it's another cat. But that's okay. Cats are nice."

"I managed to get a rhinoceros the other day."

"Good job! Rhinos are rare."

_They're playing that game with all the animals in it. I suppose if I were a normal girl, I'd be playing it too and sitting there discussing it with them. But 'normal' isn't what life gave me. And I'm not sure I'd be into that sort of thing even if I weren't a magical girl. Kyouko might enjoy it, though. I wonder if I should get her a phone so that she can play it._

No, that was probably a bad idea. Mami had no idea how Kyouko would react to such a gift, and she didn't want to make things odd between them, especially now that they were getting along so well. Plus, Kyouko was happy enough to simply eat food and watch television. There was no need to splurge on something expensive for her.

"Tomoe-san!" a girl at the classroom door called. "Someone's here to see you! I think it's a second-year."

"A second-year?" Mami got up from her seat. Was it Homura Akemi? Had she decided to try and make friends with Mami after all? Or was it one the other second-year girls with whom she hung around?

It wasn't Homura Akemi at the classroom door, however. Nor was it any of the other potential magical girls Mami had noticed the other day.

It was Kyouko wearing a Mitakihara Middle School uniform and carrying a bag of takeout with her.

"Hiya, Mami," Kyouko said. She held up the bag. "I hope you're still hungry."

"Ah, hello, Kyouko," Mami said. "Er, what are you doing here? And where did you get that uniform?"

"I thought we could eat lunch together," Kyouko said, holding up the bag again. "And the uniform was hanging up in your closet. You said I could borrow your clothes, remember? I figured it would help me blend in."

"I…see," Mami said. "Well, thank you. And I'm certainly delighted that you're visiting. But, isn't it a bit dangerous for you to be here?"

"Meh. Nobody saw me jump the fence."

"What about Homura Akemi?" Mami asked. "What if you had run into her?"

Kyouko shrugged. "What's she gonna do? Be quiet at me?"

"True, and she seems to eat lunch up on the roof anyway," Mami said. "Alright, come in, and let's eat. But after that, you probably ought to not linger here, okay?"

"Why would I want to?" Kyouko asked, following her into the classroom. "I'm only here to see you, and when you're in class, that can't happen."

Mami beamed at Kyouko. That smile, she knew, wouldn't leave her face for the rest of the day. Her measured behavior belied what she was feeling inside. Part of her wanted to run and leap with joy. Or simply collapse into a giddy fit of giggles. She was actually eating lunch with a dear friend, something that would have been unimaginable to her a few weeks ago. How could she not want to weep tears of joy?

But Mami had to maintain her composure while at school.

Kinoshita up looked from his book at Kyouko as they walked over toward Mami's desk. "Oh, who's this, Tomoe-san?"

"This is my friend, Kyouko Sakura," Mami said. "She's come to eat lunch with me."

"I see," Kinoshita said. He got up from his chair and gestured toward it. "Sakura-san, I'm Kinoshita. Here, you can sit at my desk."

"Thanks," Kyouko said, plopping down in his vacated chair. She pulled a candy bar out of her pocket and held it out for him. "You can have this in return."

"Uh, thank you very much," he said, looking perplexedly at the candy bar but accepting it. "I'm going to go and see if they posted the club schedules. You two have a good meal."

"I believe you confused my classmate," Mami said after Kinoshita had left.

"Snacks confuse him?" Kyouko asked.

"No, but I doubt he expected some girl he had just met to randomly hand him food," Mami said, chuckling. "That was very kind of you, though."

"Well, he's letting me use his desk, so I gave him something for that."

_Ah yes, that's how she sees so many things. Well, that's fine._

Kyouko looked around Mami's classroom a little. "It's so bare in here. I thought there'd be more, you know, stuff."

"Well, sometimes the walls change," Mami said. "They put up nice imagery and such. They're smart walls, after all."

"Huh."

"Oh, who's this, Tomoe-san?" one of Mami's classmates named Aoi asked. Mami looked up and saw that she was standing over them and looking at Kyouko with interest.

"This is my friend, Kyouko Sakura," Mami said.

"Oh?" Aoi peered Kyouko. "I don't think I've seen you before. What class are you in? Are you a second-year?"

"Uh, sure," Kyouko said.

"And she's come here so we could eat lunch together," Mami said, gesturing to the takeout bag on Kinoshita's desk. "She's very thoughtful."

"Aw, you brought your senior lunch so that you could eat with her?" Aoi cooed at Kyouko. "That's so adorable!"

Kyouko's face flushed a little. "Uh…well, Mami and I eat together a lot, so I figured why not this too?"

"Ooh, you two are close, huh?"

Kyouko fidgeted. "Yeah."

"Eh? What's going?" Two other girls stepped over to see what the fuss was about. "Who's she?"

"A second-year who came to have lunch with Tomoe-san," Aoi said. "Kyouko Sakura."

"Oh, hi, Sakura-san!" one of the girls said. "My sister's a second-year. Maybe you two know each other."

"Maybe not," Kyouko said.

Now the other girl spoke up. "You have really pretty hair! It's such a beautiful color."

"Thanks."

"How long have you and Tomoe-san known each other?" Aoi asked.

"A while now."

"It's nice to see energetic and motivated underclassmen around here," Aoi said. "Are you going to come and visit us more often?"

"I don't know."

"Aw, isn't she so cute and precious, though, Aoi? Just look that bow!"

Kyouko creased her eyebrows. "Uh…"

"How'd you sneak that food into school?" another girl asked.

"I just brought it in. It was easy."

"Isn't it against the rules to do that?"

Kyouko shrugged. "Probably."

"Anything for your dear senior friend, eh?" Aoi asked, clasping her hands together. "Or do you just have a rebellious streak?"

Aoi and the other girls continued to fuss over Kyouko. Kyouko gave Mami a half-pleading look as though expecting her to come to the rescue. Mami simply gave her a warm smile.

_Oh, Kyouko. I'm very fond of you, but you have caused me spots of trouble here and there, so perhaps I'll just let you 'suffer' the fawning attention of my classmates for a bit. Don't worry. I won't allow it to continue for too long. I wouldn't want them to monopolize our time together.  
_

Mami needn't have bothered, it turned out. Kyouko was not willing to put up with it.

"Yeah, uh, sorry," Kyouko said, waving the girls around her away. "But Mami and I should probably eat before the food gets cold or lunchtime ends or something."

Once her classmates were gone, Mami turned to Kyouko. "Are you alright?"

Kyouko breathed a heavy sigh of relief. "I'm fine. It's just…"

"Social overload?"

"Nah. I just didn't expect them to buzz around me like that."

"You're a girl they haven't seen before," Mami said. "That makes you new and interesting, and thus someone they want to check out."

"They oughta find something better to do."

"Oh, please don't say such things, Kyouko," Mami said. "Those are my classmates you're talking about."

"Right. Sorry, Mami."

"And they're correct, by the way. You do look very cute in that uniform. It suits you."

Kyouko's face turned nearly as red as her hair. "Uh…thanks. Let's just eat, Mami."

"Of course."

The lunch that Kyouko had brought turned out to be greasy fast food. To Mami, it was one of the best meals she had ever had, and she savored every bite.

"What prompted you to do this?" Mami asked as she was halfway through the burger. Kyouko, of course, had wolfed hers down.

Kyouko shrugged. "I was just going to buy lunch and felt like seeing you. It's quiet during the day when you're not around."

"You've odd standards for 'quiet,' considering how loud you play everything."

"You know what I mean," Kyouko said. "It's just Kyubey and me while you're at school, and you know how he is. If it's not about magical girls or witches, he doesn't have anything to say. I miss having you there with me."

"I miss seeing you as well," Mami said. "But we see each other the rest of the day, at least. And I'm sure there are many ways you could alleviate your boredom other than watching television or listening to music."

"Mami, I hope you're not gonna suggest I start going to your school."

Mami chuckled. "Of course not. I was going to suggest you read some."

"Oh. Yeah, I could do that. Anything in particular?"

"Hmmm. What sort of stories do you like?"

Kyouko shifted in her chair and mumbled something that Mami didn't catch over the background noise of the classroom.

"Say that again, Kyouko?"

"I said I kind of like stories about heroes with happy endings...you know, with love and bravery and good deeds," Kyouko said very quickly and quietly. "That kind of stuff."

Mami blinked. "I…see. I had no idea, Kyouko."

Since when did Kyouko enjoy that sort of thing? Mami hadn't seen this side of her even when they had worked together and Kyouko's family had been alive. And now it emerged from behind this wall of cynicism and bitterness that Kyouko had constructed around herself. Was that wall starting to crack? Is that why this came out now?

_There's so much about her I don't know. I'd like to learn everything I can during our time together._

Mami cleared her throat. "Well, I have many books with those sorts of stories at home. You're welcome to them while you're staying at my apartment."

"Thanks, Mami. I'll take you up on that sometime."

"It sounds like a better use of time than watching television all day."

"Oh, come on," Kyouko said. "The shows are fun too."

"I know," Mami said. "But everything in moderation."

"Yeah, yeah. You know, Mami—"

Kyouko was cut off by the loud ringing of the school bell.

"Oh, it's nearly the end of the lunch period," Mami said. Her shoulders sagged in disappointment. Her time with Kyouko had simply flown by, and it felt like they had been really connecting too.

"Guess I oughta get going then," Kyouko said, getting up and grabbing up the takeout bag. "I'll trash this."

"Alright, Kyouko. And I'll walk you to the door."

At the classroom door, Mami stopped. She needed to make it clear how much this day had meant to her. Was it just that it was someone had actually come to have lunch with her or was it more that it was Kyouko in particular who had? Both, perhaps? Regardless, it was the most wonderful school lunchtime Mami could remember.

"Kyouko?"

"Yeah, Mami?"

Mami took hold of Kyouko's hands and squeezed them lightly. "Thank you so much for today. It was truly a wonderful surprise to have you show up here to have lunch with me."

"Oh…um…anytime," Kyouko said. "I'll, uh…see you after school. We'll go witch-hunting."

"Of course," Mami said with a nod. "Enjoy your afternoon."

"Right." With that, Kyouko turned and left.

Mami turned back into the classroom, wondering how in the world she was going to pay attention in her afternoon classes now. She felt like she might float away at any moment. She wouldn't have traded this feeling for anything in the world. It was almost like she had been granted a second wish.

* * *

"I swear, half of this stupid city is bridges."

Mami and Kyouko were making their way across a pedestrian bridge that spanned a major highway. Below them, cars and trucks sped in both directions. The smell of exhaust and asphalt filled the air. Even this late at night, traffic was heavy. Mitakihara never stopped moving.

"Well, the bridges are useful," Mami said, taking Kyouko's complaining in stride. "And we know that there's something in this direction, and this particular bridge is the quickest way there."

They were following a faint glow on their soul gems. It was slowly growing in strength as they neared the far end of the bridge, so Mami figured it was in the part of town across the way.

"What's on the other side of this, anyway?" Kyouko asked. "Looks like more tall buildings and nothing else."

"That's mostly it," Mami said. "There are also some residential neighborhoods there, fairly new ones, I believe. Oh, and there's a lovely shop that sells coffee and tea as well. I visit it frequently."

"Maybe we can go there once this witch we're tracking is dead."

"I'd certainly be happy to take you there sometime, but they're probably closed for the day right now."

"What? They're not open for late-night tea drinkers or something?"

"They sell tea. They don't serve it."

"That's weird."

Mami shrugged. "It's a specialty shop."

As they reached the end of the pedestrian bridge, their soul gems glowed a little brighter. They started down a side street past a row of dark shops that led to a park. There was a retaining wall built against an incline just inside. Below it, the air was distorted, and the lampposts flickered randomly. Mami peered a little closer and detected magic associated with a witch, but not a witch itself.

"Looks like it's only a familiar," she said to Kyouko. "I'm going to go take care of it. I know your feelings on taking out familiars instead of only fighting fully-grown witches, but-"

"It's fine," Kyouko said. "I'm gonna help you."

Mami blinked. She certainly hadn't expected that response. "What?"

"I'll help you smoosh it. I mean, while I'm staying with you, those are the house rules, right?"

Mami shook her head. "No, Kyouko. You don't have to simply because I do. I don't want to force you to act against your beliefs."

"I…it's not that big a deal. Really. It's just one dinky familiar, so let's squash it dead."

"Kyouko…" Mami had no idea what to say. What had prompted Kyouko's sudden change of heart? The two of them had once come to blows over this issue. This was the second big surprise of the day. How many more did it still hold?

"Come on," Kyouko said. "We gonna go kill the familiar or just stand around talking about it?"

"You're right. Let's go."

The leaped down off the retaining wall and hit the ground below. As soon as they did, the familiar's barrier rose around them. It was a twisted version of the park they were in. The lampposts numbered in the dozens, and the trees appeared distorted and dead. This familiar didn't seem powerful enough to build up a proper barrier for itself. Or maybe this was what the witch it had broken off from did.

"Look there," Mami said, pointing down.

At their feet lay an unconscious woman in a dark business blazer and skirt with an expensive-looking brown leather purse partly slung over one shoulder. Mami immediately knelt to check on her. She brushed back the woman's light purple hair but saw no mark on her neck. Nor did she seem to have any other injuries. Mami checked for a pulse and thankfully found one.

But while Mami was checking on the woman, the familiar noticed them. That wasn't surprising – the barrier was small, after all. It looked like a giant, misshapen black cat with spikes all over its head. It growled and roared at the two magical girls and waved its claws menacingly.

"I'll keep big ugly busy while you get her away," Kyouko said, pointing at the woman.

"Good plan."

Mami bent down and carefully picked up the woman. Up close, Mami saw that she wore a black hair clip on one side on her hair and was quite pretty. She didn't look very old, perhaps in her thirties. She stirred and groaned a little bit as Mami carried her to safety, and her eyes opened, but she didn't speak. There was a smell of alcohol about her. She must have been drinking, as the familiar didn't smell like that. Mami set the woman down against a small dais nearby. She looked up at Mami with glazed eyes but still said nothing.

With the woman safely out of harm's way, Mami turned and ran back to confront the familiar. She prepared to conjure a giant cannon to blow it apart in one hit, but before she could do anything, it was cleaved in two from behind as Kyouko's spear cut right through it. Kyouko dropped gracefully down between the two halves as the familiar screamed and collapsed to the ground. The barrier around them quickly faded, replaced by the park and the cool, clear evening.

"That chump was barely worth getting up for," Kyouko said, changing back. "I've killed cockroaches that were tougher."

"It was a rather weak familiar," Mami said. She changed back as well. "But, you did an excellent job there."

Kyouko rubbed her hand behind her head. "You don't have to compliment me for swatting a fly…but thanks, Mami. I mean that."

"You're welcome, Kyouko. I mean that too. Now, let's make sure the familiar's victim is okay."

They ran over to the small dais where the woman was still lying. They both knelt next to her, and Mami spoke first. "Can you hear me? Are you alright?"

The woman looked up "What…who…"

"It's okay," Mami said. "You're safe now. Can you stand up?"

"P-Probably…"

Mami and Kyouko helped the woman to her feet. She swayed a little but didn't fall. Her purse tumbled from her shoulder to the ground.

"Ooh," the woman said, looking at Mami and Kyouko and laughing. "It's a couple of faeries...a gold one and a red one."

"Not quite," Mami said. "We're just two girls passing by who saw you in trouble. Are you okay? You look a bit ill."

"I...don't know what happened," the woman said. Her words sounded wavy and slurred, and she talked slowly. "I was just…on my way…home…"

"From the bar?" Kyouko asked, waving a hand in front of her face. "Your breath reeks."

The woman hiccupped. "Yes, from the bar. Stupid baldy…always drinking so much..."

"Baldy isn't the only one who's been drinking." Kyouko picked up the one woman's fallen purse and tried to put it in her hands, but she only dropped it again. Kyouko then rolled her eyes, snatched the purse up, and looped the strap around the woman's arm for her. "You oughta be more careful, lady."

"You're starting to sound like me, Kyouko," Mami remarked.

"Really?" Kyouko asked. "Well, I guess there are worse people I could sound like."

Mami smiled at her, then turned back to the woman. "I think you fell over while walking through the park. Despite the nasty spill you took, it doesn't seem like you're injured."

"It wasn't my fault," the woman insisted. "What's...what's the world coming to?"

"Excuse me?"

"I was just…walking home…minding my own business…when someone shoved me from behind."

"So, you didn't just fall over that wall because you were drunk?" Kyouko asked.

"No, someone pushed me," the woman said. "I never even saw who…"

"I see," Mami said.

"I guess the familiar did that somehow," Kyouko suggested.

"I would have thought it would try something slightly more lethal," Mami said quietly, wary of saying too much too loudly in front of this woman, even if she was drunk and likely wouldn't remember any of this later.

"Maybe it liked to play with its food. Or maybe it was so wimpy it couldn't even kill anyone."

"Perhaps." Mami turned back to the woman. "Do you recall anything else?"

"Well, someone pushed me," the woman said.

"You said that already," Kyouko said.

"I know! And then I fell over the wall. Everything was spinning…and everything is still spinning..."

"Everything's gonna be spinning for a while," Kyouko said. "What happened next?"

"Then, after a couple of minutes, I tried to get up…but it got all dark Stupid park lights…the city needs to fix them…"

"It sounds like the familiar didn't show up until after she fell," Mami whispered to Kyouko. "Almost as though someone pushed her into its path."

"If they did, it was by accident," Kyouko whispered back. "Only a magical girl would have been able to tell that a familiar was coming. I'm betting she was mugged. I mean, that's a fancy suit she's wearing and a pretty nice-looking purse that she's toting. Plus, a drunk is an easy target for pickpocketing and robbery. Trust me."

"I see," Mami said. Kyouko's reasoning made sense. Mami decided not to ask her for an explanation as to why she knew that last part and turned back to the woman. "Well, as I said, you're okay now, but I think you need to return home and rest."

"Right…" the woman said. "Home it is." She turned and tried to take a step, but nearly fell over again. The black heels she was wearing probably didn't help matters. Fortunately, Mami was there to catch her. "Whoops."

"Kyouko," Mami said. "Do you really think it's safe to let this woman walk home by herself?"

"I mean, the familiar's gone now, so we probably don't need to—" Noticing Mami's look, she rolled her eyes and groaned. "Oh, fine. We'll get her home somehow. She's so drunk she might wander into traffic if we let her go on her own, anyway. What's the plan?"

"We could summon a taxicab for her."

"I don't have any money on me, Mami. You?"

"No, now that I think about it, I left everything at home, and I guess we wouldn't know where to send her anyway." Mami sighed. She turned to the woman. "Can you tell us your name? And where you live? We'll try to get you safely home."

"I'm Kana…Kana…" the woman swayed a little and nearly fell over again, but steadied herself against Mami.

"Kana Kana?" Kyouko asked. "That's a funny name."

"No, no." The woman shook her head. She started to say it once more, but then only laughed drunkenly.

Mami sighed again. Dealing with a person who this inebriated was a real bother.

"I'll check her purse," Kyouko said. She gently pulled on the woman's purse. "Hey, I gotta see if there's something in here that can tell us who you are and where to take you, alright? I won't steal anything."

The woman swayed and didn't stop Kyouko from opening her purse and looking inside. "Uh-huh…"

"Oh, I dislike rummaging through others' bags and such," Mami said.

"Doesn't bother me," Kyouko said, digging around in the purse. "I'm used to it."

"I'll refrain from asking for any elaboration."

"Good idea, Mami."

The woman hiccupped and looked from Kyouko to Mami. "You know…I…I have a daughter who's about your age."

"How nice," Mami said. "I'm sure she's just as pretty as her mother."

"And hopefully more sober," Kyouko added, not looking up from her search.

"Kyouko!"

"Hey, I'm just saying."

Mami groaned. "Would you please just find something so we can figure out where to take her?"

"Looks like she's got a driving license," Kyouko said. She pulled a small card from the purse and held it out for Mami.

"Junko Kaname," Mami said, reading the name. "And I know roughly where this address is. It isn't too far." She turned back to the woman. "Kaname-san, I'm Mami Tomoe. She's Kyouko Sakura. We're going to escort you home. Okay?"

"Sure…" Kaname said. "I should get some rest…more meetings tomorrow…contracts to go over…"

"Of course," Mami said. "I'm sure you're a very busy woman."

"Especially when happy hour comes," Kyouko said.

"Really, Kyouko!" Still, Mami had to stop herself from chuckling at that one.

"Ah-ha, I saw you crack a smile, Mami. You know I'm funny."

"Yes, you're very clever. Now shut up and let's get going."

With Mami on the supporting Kaname on one side and Kyouko on the other, they began walking her in the direction of the neighborhood she lived in. It was thankfully close by to where they were. It was slow going, however. Kaname kept accidentally pulling them in wrong directions, and Mami and Kyouko had to direct her back.

"Wait…" Kaname said, suddenly stopping.

"Is something wrong?" Mami asked. They had left the park, but still had some way to go. "We really ought to keep moving."

"I…don't feel so good all of a sudden."

Mami immediately knew what was coming but was, for some reason, powerless to stop it. Kaname leaned over to her right, retched, and a thick stream of yellow vomit spewed from her mouth, splattering the front of Kyouko's shirt and pants.

"EW!" Kyouko cried out in disgust. "Gross! What the hell?!"

"Oh, dear," Mami said.

"Sorry about that," Kaname said, smacking her lips. "Yuck...that tasted bad coming back up."

"It's alright," Mami said, though the smell was rotten and sour.

"Like hell, it is!" Kyouko exclaimed. She glared at Kaname. "You puked on me, you idiot!"

"I said I was sorry," Kaname said. "It's…it's all baldy's fault anyway. He should just…drink by himself or something…"

"No, baldy isn't the one who just splashed me with throw-up. That was _you_. Couldn't you at least have aimed for the ground?"

"Sorry, sorry…Kanako, right?"

"It's Kyouko!"

"Uh-huh…say, Kanako. You…did you get those meeting notes? I…was in another meeting…"

"Argh!" Kyouko cried out in frustration and looked about ready to throttle Kaname.

"It's okay, Kyouko," Mami said. This was a literal and figurative mess. "I'm sure she didn't mean to. Again, let's get her home. Then we can head home ourselves afterward, and you can change clothes." They were actually Mami's clothes; Kyouko was borrowing them.

"I can't believe I'm doing this," Kyouko grumbled as she and Mami continued to pull Kaname along. "I must have completely lost it."

As they made their way on to a residential street, Kaname continued babbling about meetings and baldy and deadlines and what-not. Mami and Kyouko ignored her. After what felt like an hour of searching, they found the house that matched the address on Kaname's driving license.

It was a modern-looking two-story residential home painted white. There were trees and woodland behind it. The backyard must have been lovely. It was mostly dark, but Mami spotted light behind one of the first-floor windows. That was good. Someone was home.

"Fancy house," Kyouko said.

"Ooh, yes, there's my house!" Kaname exclaimed. "And my loving…hic…family, just waiting for me inside."

"Yeah, I bet." Kyouko turned to Mami. "Uh, are we just gonna escort her in there? I feel like we shouldn't let them see us."

"I agree," Mami said. "We'll ring the bell and then make ourselves scarce."

"Ah, the old Ding-Dong-Dash."

"Not quite, since this isn't a prank. We'll watch from a distance and make sure that someone comes out to get her."

"I don't need to ring the bell!" Kaname insisted. "It's…my own house."

"Maybe we oughta just let her go up the walk and into the house herself," Kyouko suggested.

"That might work better," Mami said. "That way there's no chance anyone else sees us."

"Good. I'm ready to finish this up and go home."

They dragged Kaname to the end of the walkway that led to the house. Hopefully, she could make the last few meters herself without falling over again.

"Take care, Kaname-san," Mami said with a bow. Kyouko gave her a "Humph!" and nothing more.

"Yeah, good night," Kaname said. "See you at tomorrow's meeting…wait 'till I tell my husband that a couple of faeries walked me home…and one of them was Kanako…"

Mami and Kyouko retreated as Kaname stumbled up the walkway, still mumbling to herself. She nearly collapsed on the doorstep but managed to bang on the door before she fell to her knees. For a moment, Mami was worried that nobody would hear her, but then the front door of the house opened, and a tall, thin man with glasses appeared. He helped Kaname to her feet and led her inside. The door closed, and their task was complete.

"Well, that's that," Mami said. "Shall we head for home now?"

"Yeah, I really want to get out of this," Kyouko said, looking at the dried vomit that ran down her front. "And take a bath. Call me weird, but I don't appreciate smelling like stale puke."

* * *

When they returned home to the apartment, they found Kyubey snoozing on the couch. Kyouko immediately excused herself to go and get out of her nasty clothes and take a bath. Mami sat down on the sofa next to Kyubey.

"Wake up, sleepyhead!" Mami said, poking him lightly.

Kyubey's eyes opened, and he got up and stretched. "Good morning, Mami."

"Good evening, Kyubey. We had quite a night. And you've been here napping the whole time?"

"Well, it is pretty lively with both you and Kyouko here now," Kyubey said. "So, I took advantage of the quiet time to rest."

"Are you implying Kyouko and I together are too loud for you to otherwise peacefully sleep?" Mami asked, smiling at him and raising her eyebrow.

"Mostly Kyouko," Kyubey said. "But that's okay. It's worked out well to have her here."

"That it has," Mami agreed. "However, if she's making so much noise as to bother you, I can ask her to keep it down some during the day."

"It's not an issue," Kyubey said. "It's quicker for me to talk with you both too. Did you two happen to run into Homura Akemi at all today?"

"No, she seems to avoid us," Mami said. "I'm guessing you haven't had any chance to speak with those potential magical girls she's friends with?"

"Nope. Anytime I try to go near them, she's there."

"I see." Mami was unsure how to solve that problem. Homura Akemi was quite the troublemaker. Mami wondered what sort of connection she had to those girls.

"I think Anzu Anzai was out and about this evening in Mitakihara," Kyubey said. "Did you and Kyouko encounter her by any chance?"

"No. All we found was a familiar. I don't think Anzai-san was anywhere nearby. I'm assuming she's yet another magical girl that only hunts witches?"

"Correct," Kyubey said. "She doesn't attack stray familiars."

"I see." Mami wasn't especially surprised. Many magical girls seemed to adopt that attitude. Kyouko felt the same way, tonight being an exception (Mami wondered if she'd retain that change of mind after her month in Mitakihara ended). Mami could understand the cold logic behind it – magical girls needed grief seeds after all, and familiars didn't drop any unless they killed enough humans to turn into a full-blown witch – but at the same time, she was also appalled by it. Wasn't the purpose of magical girls to protect people?

_Well, at least I won't have to worry about competing with her or Homura Akemi to kill familiars. That's something._

Mami picked up her social studies textbook and began reading as Kyubey laid down on the floor and went back to sleep. She would have high school entrance exams in the spring, and she needed to be adequately prepared. It was hard to think about the future beyond that, however. Would she keep fighting witches and familiars in high school? In college? As a fully-grown adult out in the workforce?

It was pointless to worry about such things in the end. In the meantime, she'd simply do her best right where she was and enjoy Kyouko's company. She had to make the most of things. She studied for a little while until she heard shuffling in the bathroom. Kyouko had finished washing up.

"Hey, Mami," Kyouko said, coming back into the room. Mami saw that she was wearing the fuzzy pink bathrobe again. She had definitely grown fond of it. Kyouko plopped down on the couch next to her and ripped open a bag of gummy worms. "All clean now."

"See?" Mami said. "There was no lasting damage. And I'll run those clothes you were wearing through the wash tomorrow."

"That's good. I like them. They're comfortable." Kyouko stuffed a handful of gummy worms into her mouth.

Mami smiled at her. "You did a noble thing tonight, helping me save that woman from the familiar and then escorting her home. Thank you."

"I…didn't do all that much."

"You did more than you know."

"Yeah, well, look at what my reward was," Kyouko said. "Maybe I was wrong when I thought your approach to things wasn't so bad after all."

"Having someone vomit on you is, thankfully, a rare occurrence."

"Better be." Kyouko picked up the remote. "Mind if I watch TV?"

"Go right ahead," Mami said as she turned back her textbook.

"Thanks," Kyouko said, turning on the TV. As usual, it was one of the silly comedy shows that she loved so much. She looked over at Mami. "You just gonna read?"

"Study, more like," Mami said.

"Oh." Kyouko shifted herself some. "I was hoping we'd be able to, you know, talk some."

"I'll always talk with you, Kyouko." Mami set her textbook aside. She could finish that chapter later. "What's on your mind?"

"Nothing in particular," Kyouko said. "I just like chatting with you. When you spend so much time by yourself, you forget how nice it is to talk with someone about anything or even nothing at all. You know?"

"All too well," Mami said. She wanted to ask Kyouko about her change of heart about fighting familiars, but before she could say anything, Kyouko spoke up again.

"Here," Kyouko said, holding out the bag of gummy worms to Mami. "Want some?"

"You know what? Yes. I'll have a few, thank you." She took a few gummy worms from the bag and chewed on one. It was sweet and tasted like cherry.

Kyouko laughed. "You're too much, Mami."

"This is, once again, your influence," Mami said as she ate the rest of the gummy worms.

"Guess we have that effect on each other, huh?"

"I suppose we do," Mami said. First, Kyouko had fought a familiar and helped a woman for no tangible reward. And now Mami was eating junk food.

"I got three other bags of these if you want more."

"They're good, but I don't think I need that many."

"And here I thought you were making progress, Mami."

"Baby steps, Kyouko."

Kyouko laughed again and crammed the rest of the worms into her mouth. When she was finished, she stuffed the empty bag into the pocket of the robe.

"Heads up, Mami," Kyouko said. She leaned over and stretched out across the couch, lying down and resting her head in Mami's lap. She shifted herself around some, then sighed contentedly.

Mami looked down at her, caught somewhere between amusement and embarrassment. "Comfortable?"

"Yeah, I am, actually," Kyouko said. "It's been a long day. I need to lie down some, and you make a nice pillow."

"I'm flattered, I think," Mami said dryly, though she didn't mind Kyouko doing this at all. "If you're that tired, then perhaps you ought to go to bed."

"Nah. I want to watch the show that's on next."

"You do realize that by staying in this position, you're forcing me to watch this show as well, right?"

Kyouko looked up at her. "What? You wanna watch something else, Mami?"

"No. This is fine."

"Okay." Kyouko looked back at the television. "It's kinda nice. Lying like this, I mean. You know…"

"Yes?"

"My little sister used to do this sometimes with me," Kyouko said. "After trying it out, I can see why."

At first, Mami didn't know what to say. Kyouko generally avoided talking openly about her family.

"Did she do that often?" Mami asked.

"Any chance she got. And now I'm doing it with you. Things have kinda come full circle."

Mami chuckled. "Am I your big sister now?"

"What? No. You're…well…"

"I'm what?"

"I don't know how to say it."

"I'm your friend?" Mami suggested. "Your senior magical girl?"

"That's all true, but you're more than that," Kyouko said. "You're, you know…you're Mami."

"What a charming tautology."

"Huh? What's that mean?"

"Hmmm," Mami said. "Another way to say the same principle is that Kyouko will be Kyouko. I'm me, and you're you."

"Oh, I get it," Kyouko said. "Wait. No, I don't."

"Well, you see-"

"Eh, we can discuss it later. The show's about to start."

"Very well."

Mami politely watched the show as Kyouko snickered at the comedy acts that were put on. After a while, though, she went uncharacteristically quiet, not even laughing during a particularly hilarious sketch (It certainly made Mami laugh).

"Kyouko?" Mami asked.

But there was no reply. Mami looked down and saw that Kyouko's eyes were closed, and her breathing was soft and even. Her tiredness must have caught up to her.

"Good night, Kyouko," Mami said, gently stroking her hair. Mami's classmates had been right; Kyouko did have gorgeous hair. It was silky soft as well, and smelled like Mami's own – they were using the same shampoo, after all. Mami pushed it back some over Kyouko's ear and smoothed it out. A sudden impulse overtook her, and she leaned down with her lips nearly to Kyouko's cheek.

No.

Mami stopped and pulled back. She had no idea what had just come over her. Just what was she doing? What if Kyouko had woken up and saw her doing that? She shook her head to clear it. Thankfully, her jerky movement hadn't disturbed Kyouko. She slumbered on peacefully. Mami took a deep breath and tried to push what she had nearly done out of her mind.

Instead, she simply watched Kyouko sleep until her eyelids started to feel heavy. The long day was catching up to her as well. She leaned back against the couch and closed her eyes. If Kyouko could sleep like this, then she could too.


	11. Anomaly

Homura's class always bustled with activity and noise during break. Some students stood around chatting with their friends or playing games. A few slept with their heads in their arms and snored loudly. Others dashed off to visit their friends in other classes.

Homura sat at her desk, quietly ruminating.

The previous night, she had taken out the one witch she'd fought in many previous timelines, the one that whispered in your head when you get too close it. Fortunately, it didn't talk so much when time stopped. Homura had then trekked to a different Yakuza building, a red brick one. She had infiltrated it before, and it was always a treasure trove of weapons and supplies. In its basement, she used the whispering witch's grief seed to cleanse her soul gem – it had taken her a while to find everything she wanted, and dark spots littered her soul gem – and felt a little more prepared for when she'd have to start setting up to take on Walpurgisnacht.

But some outstanding issues remained. Homura still hadn't figured out where Kyouko Sakura was hiding. She had checked out the Sakura church again, but it seemed as deserted as ever. Homura was still determined to convince her to help, somehow. She couldn't simply wait around for Kyouko to appear, but at this point, she wasn't sure how to be proactive instead of reactive. Who would have thought a girl as subtle as a roaring truck would be so good at making herself scarce?

Homura would have to worry about that another time, however. Today was the day that the witch Charlotte would appear at the hospital and attack. Homura planned on sticking close to her friends. She couldn't allow them to come into contact with it or with Mami Tomoe. Mami Tomoe would likely perish at the witch's hands. That happened most of the time, and Homura hated to see it, but it was a near inevitability. If necessary, Homura would step in to save Sayaka and Madoka.

Madoka. Everything Homura did, she did for Madoka.

Homura looked to her left. On the other side of the classroom, Madoka leaned over Hitomi's desk. Homura assumed they were looking at the math quiz Kazuko had returned earlier. Madoka had presumably done okay, probably neither as well as Hitomi nor as poor as Sayaka.

Madoka noticed her and gave her a cute smile and a wave. Homura nodded. Madoka giggled and turned back to Hitomi.

After their "date" the other day, Madoka seemed more attached to Homura than ever. Homura kept going back and forth on how she felt about it. On the one hand, it was wonderful. When she was with Madoka, pleasant warmth swelled up inside her. On the other hand, it was dangerous for Madoka to be so close to her. Homura risked exposing her to more peril.

Someone poked her cheek. "Hey, Homura Akemi, stop spacing out!"

Homura turned and saw that Sayaka was standing next to her desk. She wore the same playful smile that she put on whenever she was teasing Madoka.

"Don't stick your finger in my face," Homura said, not relishing being Sayaka's new target.

"Sorry," Sayaka said. "But you left yourself wide open. I couldn't help it."

"I'll have to be more vigilant."

Sayaka smirked. "I guess a magical girl always has to be on guard, huh?"

"Indeed."

Sayaka looked over to where Homura had been looking. Madoka pointed at something on the quiz paper, and Hitomi shook her head.

"Madoka's very fond you," Sayaka said, turning back to Homura.

Homura nodded. "I'm fond of her as well."

"Maybe, but in the same way?" Sayaka peered closely at her. "When we're walking to school, all she talks about is you. Everything is 'Homura-this' and 'Homura-that.'"

"I can't imagine there's that much to say."

"You'd be surprised, Homura Akemi."

"I see."

"Just…don't go hurting her feelings or anything. Okay?"

"I would never do that." Homura tilted her head. "What makes you think I would?"

"Nothing in particular," Sayaka said. "It's just…well, Madoka's a good friend. I've known her for a long time. And I haven't known you nearly as long, but you seem like a good person and someone I want to be friends with too. So I want both you and Madoka to keep getting along. You know what I mean?"

"I understand."

"Good. And, you know, she's really happy around you. I think the two of you would make a cute couple."

Homura's face grew warm. She shouldn't have been so surprised that Sayaka tossed subtlety out the window, but it still caught her off guard.

"Ah-ha," Sayaka said, grinning at her. "You agree, huh?"

"I didn't say anything."

"No, but it's pretty clear what you're thinking. Are you going to confess to Madoka? Wait for her to confess to you?" She clasped her hands together dramatically. "Or maybe you two are dating already and hiding it from the rest of us! And you're meeting in secret, away from the prying eyes of your peers!"

"None of that has happened."

"Really? That's disappointing. Get it together."

"I..." Homura took a deep breath to recover her composure. Deciding to simply play along, she said: "I suppose I'll have to wait and see where things go."

"Oh, come on. You can't wait for something to happen. You have to make it happen!"

"One can't rush forward blindly. You have to know what the best path is before you can follow it."

Sayaka laughed. "I knew you were like Buddha, spouting sage wisdom."

"Thank you."

"But you don't have to try and act all cool and mature for my sake."

"Don't I?"

"Not all the time. I get it, though. It's part of your persona." Sayaka put on a mock-serious face, straightened herself up, and imitated Homura's voice. "You're always so energetic, Sayaka Miki."

"You are. And you're also ridiculous."

Sayaka laughed again. "I'm just having fun, Homura Akemi. Don't take it too seriously."

"Of course not." Really, Homura was glad to be getting along with Sayaka Miki. It was a stark contrast to how things usually went with her. And there was something pleasurable about being friendly with her too. She liked seeing this side of Sayaka and her acting all happy-go-lucky.

_Until despair overtakes her, that is. I shouldn't let it happen to her any more than I should allow it to happen to Madoka. Nobody deserves that fate._

Sayaka looked at the empty desk next to Homura. "Nakazawa's absent. That's weird."

"Perhaps he overslept."

"He never seemed like the type."

"I don't think Nakazawa will be coming in," a girl said.

Homura and Sayaka looked over at her, the short girl with the green hair clip who sat behind Nakazawa. Her eyes were downcast, and her shoulders slumped.

 _Tanaka_ , Homura reminded herself. _This girl is Rika Tanaka. How long has it been since I've talked with her?_

"Is he sick?" Sayaka asked.

"No." Rika got up and leaned close to Homura and Sayaka. She lowered her voice. "My father works for the police, and I heard him talking on the phone this morning. Nakazawa's older sister died last night."

Sayaka gasped. "Oh, no! That's awful. Was it an accident?"

Rika shook her head. "No, someone murdered her while she walked home from cram school. They found her body in a park on the west side of Mitakihara."

"That's…that's horrible! The poor girl…" Sayaka covered her mouth with her hands.

"Yeah." Rika sighed heavily. "Poor Nakazawa too. He was close to her and looked up to her."

"That is truly a shame," Homura said.

"Yeah," Rika said. She stepped back from them. "Excuse me. I need to go grab something from the school store before our break is over."

"What do you even say after hearing about something like that?" Sayaka asked Homura after Tanaka was gone. Her shoulders now sagged, and her playful smile from earlier had vanished entirely.

"It's hard to find anything to say," Homura said. And she truly meant it.

"Maybe we ought to do something for him," Sayaka suggested. "I just don't know what."

"I'm not sure either." Madoka would probably be the person to ask for that sort of thing, but Homura couldn't imagine bringing it up to her.

Homura had never paid much attention to Nakazawa. She mostly thought of him as the boy who sat next to her and was a favorite target of Kazuko's strange questions during her rants. But she never remembered his sister's murder from any previous iteration of her time loop. Was it a random, tragic event? Or had something different led to it? Was it a lowlife criminal who had murdered her, or did a witch do it?

Those questions were unanswerable, just like so many others.

Still, something didn't sit right with her. It wasn't just the tragic, senseless murder of an innocent girl, though that was bad enough. It was that it was different, something that didn't usually happen. Homura was wary of any deviations that popped up during her timeline repetitions. She always worried if there were simply anomalies or if they would become patterns.

Kazuko said nothing about Nakazawa or his sister during their afternoon homeroom. Did she even know? Probably not. Rika Tanaka had only known because of her father.

As troubling as this revelation was, Homura knew she couldn't let it get to her. It wasn't the first time she had seen death, after all, whether it was a civilian or a magical girl. She had to soldier on, no matter what happened. If she spent too much time mourning for everyone who'd died, she would drown in tears of despair, just like that Hero witch's victims.

After school, Madoka practically skipped over to Homura's desk.

"Sayaka and Hitomi are going to see Kamijou in the hospital," Madoka said. "Do you want to come along? It would be nice if I didn't have to wait by myself for once there."

Homura nodded. "Sure. I'll come."

Homura wasn't fond of hospitals. She'd spent so much time in them before she had become a magical girl, and it was like a stab of pain every time she restarted her time loop and woke up in one. Hospitals smelled like sickness and death, loneliness, and sadness. Doctors and nurses always poked her with needles, ran tests on her without saying why, and gave her strange pills to take. The last place Homura ever wanted to visit was a hospital.

But she had no choice today. She tagged along with the other three girls as they made their way across Mitakihara, the huge hospital looming in the distance. Homura tried to forget that she only recently fled this hospital and instead focused on saving her friends from the witch there and certain doom.

While Sayaka and Hitomi (who seemed in no hurry to be off to her lessons) visited Kamijou, Homura and Madoka waited on a bench just outside the hospital. Homura took a deep breath and leaned back, trying to mentally prepare for what was to come. She had never gotten used to seeing Mami Tomoe dying.

"This works out well," Madoka said, scooching closer to Homura. "It's a nice day outside, isn't it?"

Homura nodded. It was very nice. It was bright and sunny, not too cold and not too hot. A ways away, people were going in and out of the hospital, but nobody paid the two of them any mind.

 _Just a little bit more_ , Homura reminded herself. _Then the current problem will pass, and I can move on to the next one._

"On a day like this," Madoka said. "Papa is out picking vegetables from our garden. And then he cooks them up. It's–oh, that's probably pretty boring to hear about, isn't it?"

"It isn't," Homura said.

"You're so nice to me," Madoka said. "But really, it's just gardening. And it saves on trips to the store. It is nice to eat things that home-grown, though."

"So I imagine."

They sat in silence for a moment before Madoka spoke up again. "You know, Homura-chan, I had another dream about you."

"Oh?" Homura braced herself. If Madoka had started to remember previous timelines, then Homura would have some serious explaining to do. "What sort of dream? Another bad one, like before?"

"No, not exactly. This one was, well, different."

"How so?"

"It's…um…" Madoka's face suddenly flushed red. "It's kind of embarrassing to say out loud."

"I see." So, it wasn't the sort of dream Homura had thought of. It was more related to what Sayaka had said to Homura earlier.

"It was a good dream, though." She leaned closer to Homura. "The sort of thing you'd want to happen in real life."

"I'm glad to hear it," Homura said carefully. She froze in place, not sure how to respond. Her first instinct had been to lean away from Madoka, but she was glad she didn't.

_Once again, she's only like this when it's just us two, never when Sayaka and Hitomi are nearby. Part of me hopes they get back quickly…and part of me hopes they take a long time visiting Kamijou._

"You have such pretty hair," Madoka said. "I've thought that ever since the first time I saw you. And it smells nice, like sweet pumpkin." Madoka was near enough that she'd have been able to smell it.

"Thank you," Homura stammered. Her heart began pounding like a drum. She was surprised Madoka couldn't hear it. "You…have nice hair too."

Madoka smiled and grabbed Homura's hand with both of hers. Homura's heart started to race even faster. They were so close that their noses were almost touching. Homura looked into Madoka's eyes and tried to think of something else to say, but all thought had fled, and no words escaped. Her breath came in short, harsh gasps.

"Do you want me to tell you about my dream?" Madoka said quietly. "I remember this one clearly. Both you and I were in it. I'll whisper it in your ear."

Homura's throat tightened, and her stomach felt full of butterflies. "I...wouldn't mind hearing."

"I–" Madoka stopped as she glanced over Homura's shoulder and dropped her hand. "Wait, why are Hitomi and Sayaka back already?"

Homura turned around. Sayaka and Hitomi had just exited the hospital lobby and were making their way back over to where Homura and Madoka waited. Their faces were downcast, and they shuffled along slowly.

"Your visit with Kamijou was short," Madoka said, getting up from the bench as they approached. Homura remained where she was. She needed a moment to calm herself after that episode with Madoka. She put a hand on her chest and could still feel her heart jackhammering. Her time waiting with Madoka had been far more exciting than she'd anticipated.

Hitomi shook her head. "We weren't able to see him today."

"Oh, I'm sorry."

"It's fine," Sayaka said. "It just wasn't a good day. Kind of a pain since we came all this way. But, oh well. There'll be other days. Come on, let's go eat."

Homura nearly suggested that they leave in a different direction – one that didn't pass by the bike racks – but before she could, Sayaka simply headed off, taking long and fast strides as she did. Hitomi immediately followed.

"Come on, Homura-chan!" Madoka said, pulling on her arm. "We'll get left behind."

"Right." Homura's heart had slowed down, but she still felt like she had run a marathon. Madoka's sudden and unexpected forwardness had been more nerve-wracking than fighting any witch had ever been. Homura's head still felt foggy.

She needed to steady herself though. If neither Mami Tomoe nor Kyouko Sakura were around to kill the witch, then she'd do it herself. The other girls already knew she was a magical girl, so it wasn't as though she'd have to worry about revealing anything to them again.

When they turned a corner and started by the long rows of bikes, Homura looked to her right and saw that the witch must have already emerged. She detected the barrier and magic and fighting inside. The barrier twisted and turned with strange flashes of light.

Some other magical girl had gotten there first. Was it Mami Tomoe or Kyouko Sakura? Were they winning?

"What…what is that?" Sayaka asked, pointing at the black blotch on the concrete pillar.

"It's another witch barrier," Homura said. "We should probably–"

The barrier shifted and vanished. A magical girl appeared, but not one Homura expected.

It was a short girl wearing a green dress with a hood. She carried a large knife in one hand and a growing green lantern in the other. After attaching the lantern to her belt, she quickly bent down and picked up the grief seed at her feet in one quick swoop. She studied it for a moment before pocketing it. She then turned to Homura and the others and tilted her head.

_An anomaly._

Across all the time loops she had done, Homura had discovered a few things. Sometimes, magical girls or other people appeared that didn't often appear across timelines. Sometimes, they were unique to that particular timeline. Homura had never quite figured out what caused them. She thought of them as anomalies. This wasn't the first time one had appeared. Strange random magical girls had shown up before. They were generally useless at best, however. None of them had ever helped Homura come closer to killing Walpurgisnacht. They always had their own agendas.

Just as this one most likely did.

"The witch is dead," the magical girl informed Homura unnecessarily. Her voice was quiet and even.

"So it is," Homura agreed.

"There's no grief seed for you here."

"That's fine. It was your kill. Who are you?"

"Anzu Anzai." Her knife faded from her hand. Homura was glad her weapon was out of sight.

Homura waited for Anzu to ask for her name, but she instead just stared at Homura warily. A slight breeze fluttered her green hair and skirt, and she pushed her bangs back from her face.

Homura tried to process this. The witch Charlotte was dead by another magical girl's hand. Had it killed Mami before Anzu dispatched it? Where was Mami Tomoe anyway? And where was Kyouko Sakura? Where had this girl come from? Why had Homura never seen her before?

Anzu started taking a step toward them. Homura instinctively threw up her arms in front of Madoka, Sayaka, and Hitomi. Even if Anzu was unarmed, Homura didn't want any of them going near her. Who knew what she might do?

"Stay behind me," Homura ordered them.

_She might turn out to be an eventual ally, but she might also be a foe. It's probably safest to assume the worst until proven otherwise. I have to be ready for any trouble she might start._

Anzu stopped and then looked at the other three girls with a bored expression on her face before turning back to Homura. "Who are they?"

"My friends."

"Oh."

But Anzu had nothing more to add. She continued to study Homura in silence. In turn, Homura tried to memorize every detail of what she saw, from Anzu's green eyes to her green boots. She had no idea what might turn out to be important later.

"Where did you come from?" Homura finally asked.

"I was in the witch's barrier just now before I killed the witch, and the barrier vanished," Anzu said.

"No. I mean, where were you before you were in Mitakihara? You can't have been here for very long."

"I was in Kyoto."

"I see. And why did you come here?" It would be good to figure out what exactly had led to this. And what kind of magical girl she was dealing with.

Anzu started to answer, but she stopped and turned her head toward the sound of heavy approaching footsteps. Homura looked over as well and saw two girls running up to them.

Mami Tomoe and Kyouko Sakura. Together. Homura kept the surprise from showing on her face, but her mind went racing again.

Why were those two together? Was that why Kyouko Sakura had been at Mitakihara Middle School that day when Mami Tomoe had approached Homura? This made about as much sense as a random magical girl suddenly appearing. Mami Tomoe and Kyouko Sakura, in general, did not get along. Between their rocky history and personality clashes, they were oil and water.

Yet here they were. In addition to those two, Kyubey was with them, having hitched a ride here on Mami's shoulders. Homura had to resist an urge to pull out a gun and blast it then and there. That thing was a harbinger of trouble.

At the same time, Charlotte hadn't killed Mami Tomoe. Mami survived past this point in the month. What if she came and helped fight Walpurgisnacht? Homura couldn't remember the last time she'd had Mami's help. But then, Mami Tomoe didn't trust her, and Homura had done nothing to try and build up that trust. Had Homura known she would survive, she might have done things differently.

"Guess we lost the race to the witch, Mami," Kyouko said, stopping a ways away from them. "Again."

"So it would seem," Mami said. She remained next to Kyouko and glanced around at Anzu Anzai, then at Homura and the girls behind her. "Hello, Akemi-san. And Anzai-san, it's been some time. I hope you're well."

_They know each other already. But how? Have they had already run-ins? When did this girl show up in Mitakihara? Did she and Kyouko Sakura meet in Kazamino?_

"I remember you," Anzu said. She looked at Kyouko and glared. "And the laughing girl too."

"Seriously?" Kyouko asked. "Don't tell me your butt is still sore over that."

"My butt has nothing to do with it," Anzu replied.

Kyouko snickered and shook her head. "This girl, I swear…"

Anzu twitched. "You're laughing at me again. Stop it."

"Boy, that really steams your beans, doesn't it?" Kyouko put her hands on her hips, leaned forward, and grinned like the cat that had swallowed the canary. "Ha. Ha. Ha."

Anzu stomped her foot and clenched her hands into tight fists. "Stop it!"

"Or else what?"

"That's quite enough," Mami said, stepping forward.

"I agree," Homura said. Things were quickly going in a bad direction. She had no idea what had happened between Kyouko Sakura and Anzu Anzai, but she couldn't allow this nonsense to continue. "Both of you are behaving like children."

"That girl started it though," Anzu said, pointing at Kyouko.

"That girl started it though," Kyouko said, making a funny face and imitating Anzu's high-pitched voice. "Tell you what: toss over the grief seed, and I'll shut up."

"Why should I give you anything, you rude, nasty–"

"Oh, you haven't even begun to see how rude and nasty I can be."

"Don't interrupt me! You did that last time too. It's very rude."

"You sound upset," Kyouko said. "Maybe you should have wished for thicker skin."

"Maybe you should just watch your ugly mouth," Anzu retorted.

"Yeah? Well, maybe you and me oughta have it out right now."

"You'll regret it." Anzu reached into the pocket of her skirt. "Back in Kyoto–"

"The hell does Kyoto have to do with anything?"

"I told you not to interrupt me!"

"ENOUGH!" Mami ordered. Both girls fell silent.

Homura felt a massive headache coming on. But with it came worry and apprehension. She was far into uncharted territory now and had no way of telling where she was going. Mami Tomoe had survived the witch at the hospital. She and Kyouko Sakura appeared to be on friendly terms. A strange magical girl had appeared. But somehow, this girl and Kyouko Sakura didn't get along. They were about ten seconds away from attacking each other.

"Once again," Mami said. "We all need to back off and cool our heads for a moment."

Mami Tomoe acted mature as always and took charge. Fine. That's what the situation called for anyway. It was too close to boiling over.

"There's nothing here for us to argue over with each other," Mami continued. "We don't want this to end in violence, and there's no need for things to devolve into a free-for-all scuffle."

"Aw, why not?" Kyouko asked. "Could be kinda fun."

Mami frowned at her. "Kyouko, knock it off."

"C'mon, Mami. It's useless to talk with these two. There's only one type of message magical girls like them understand."

Homura stared at Kyouko. "Mami Tomoe is correct."

Kyouko sneered at Homura. "Nobody asked for your opinion. What, are we just gonna let everyone have a say?" She pointed at Madoka, Sayaka, and Hitomi. "Those girls too, maybe? Kyubey, you wanna give us your thoughts while we're at it?"

"I don't have anything to add at the moment," Kyubey said from Mami's shoulder.

_Of course you don't. It never bothers you when magical girls argue and fight with each other. You ultimately prefer it that way._

Behind Homura, Sayaka gasped. "That cat talked!"

"So it did," Hitomi added. "How uncanny."

"What's up with that?" Madoka wondered.

This was bad. Homura needed to end this and get Madoka and the others away from Kyubey before that thing decided to start talking about contracts. She decided to simply build on what Mami Tomoe had said.

"It does little good to pick pointless fights," Homura said, even though that was one of Kyouko Sakura's specialties. "Especially here and now. It would resolve nothing and only create more problems."

Kyouko glanced at Anzu and shrugged. "It wouldn't feel pointless to me."

"Think about it," Homura said. "We're on a well-traveled path next to a busy hospital during the afternoon. People could pass by or look out at the windows and see what's going on. They might report us, and then what would happen?" She looked from Kyouko to Anzu and back again. "It wouldn't do for the authorities to notice a few random girls fighting each other in the street. We'd have to answer some difficult questions about what's going on….not to mention how we ended up here."

Homura's words had the intended effect. Both Kyouko and Anzu shifted uncomfortably. Good. She didn't want either of them to suddenly rush to violence any more than Mami Tomoe did. Hopefully, they were using their heads now.

"So, what's your brilliant suggestion?" Kyouko asked Homura. "That we all just go our merry, separate ways?"

Homura nodded. "Yes."

"That's probably the wisest choice of action," Mami said. "And I think, in the future, it would be better for us not to cross paths." She looked at both Homura and Anzu. "Any of us. It's unlikely any future encounters would end peacefully."

"Agreed," Homura said.

Kyouko held up her hands as if in surrender. "Fine. I'll back down for now."

"Maybe stop laughing at people while you're at it," Anzu added.

Kyouko opened her mouth, but Mami held up one hand, silencing her. Thankfully, Kyouko took it no further and held her tongue for once.

_It's going to come to fighting between those two if someone else isn't there to intervene. It might even if someone else is there._

Homura turned to Anzu. "What Mami Tomoe and I said goes for you as well."

Anzu stared daggers back at Homura, but Homura wasn't intimidated. For a moment, neither girl moved, and Homura prepared for the inevitable attack against her or (more likely) Kyouko Sakura. If Homura had to, she would break up a fight between magical girls once again. She had done it many times before, after all. And she didn't want Madoka near any violence that might spill over and harm bystanders.

Anzu then looked sharply back at Mami and Kyouko. She tilted her head just a little, as though listening to something. Finally, she put her hood up, turned away, and vanished into thin air without another word.

_That was strange. I'll have to remember that she can do that._

"And she's gone," Mami said to Kyouko. "Just like last time."

"And good riddance, just like last time," Kyouko said. "At least she didn't start any more fires." Kyouko stepped up to Homura and looked at her face to face. This close, Homura could smell chocolate on her breath. She must have been snacking on sweets before coming here.

"Hey," Kyouko said, pointing a finger at her. "Mami might play all nice with you other magical girls, but me? I'm not so nice. If you mess with me or with her for that matter, I'll make you regret the day you made a contract. You got it?"

Homura said nothing and simply stared back at her. She wouldn't rise to Kyouko Sakura's bait as easily as Anzu Anzai had. But why was she defending Mami Tomoe? Had the two somehow become friends again?

Sayaka stepped up to her. "Hey, you shouldn't talk to Homura Akemi like that. She hasn't done anything to you."

Kyouko glared at Sayaka. "Uh, you're not even a magical girl. This has nothing to do with you, so back off."

"Sayaka is right, however," Hitomi said. "It seems like you're just trying to provoke people into fights."

"I'm looking out for me and for Mami," Kyouko said to her. "And this doesn't involve you either, so shut your pie hole." Kyouko turned back to Homura. "Better tell your fan club to pipe down. You don't want to make them part of this."

"Come on, Kyouko," Mami said, coming up behind her and gently pulling on her arm. "Let's be off. There's nothing for us to do here, and there's no point in swapping any more words with them."

"I hear ya, Mami," Kyouko said. "I just wanted to make it clear that if anyone goes asking for trouble, I'll give 'em some. More than they bargained for, in fact."

Mami gave Homura a hard look. "I'm sure everyone understands. Now please, let's leave."

"Humph." But Kyouko allowed Mami Tomoe to lead her away. They turned the corner and left.

Homura breathed a sigh of relief. She had experienced such tense situations before, but they were still exhausting to deal with. A brawl could easily have erupted, sparked by Kyouko and Anzu going for each other's throats. Mami and Kyouko had run into Anzu before; that was clear enough. When, though? And in what capacity? What had happened then?

It also hadn't escaped Homura's notice that Mami Tomoe and Kyouko Sakura had left together, just as they had arrived together. And they talked like they were familiar with each other, and Kyouko was willing to listen to Mami at the end and back down. All of that was unusual.

How had things changed this much? How would they continue to change?

_If possible, I'd like to have Mami Tomoe and Kyouko Sakura help me take on Walpurgisnacht. I can't depend on Anzu Anzai. She's just one magical girl, and I have no idea how capable she is. She seems difficult to deal with anyway. Yes, it has to be Mami Tomoe and Kyouko Sakura. But how would I get them on my side? And what we do about Anzu?_

Between Madoka's flirting and the messy collision of four magical girls, this afternoon had been a roller coaster. This entire day had been one. It was exhausting.

Sayaka broke the silence. "There are…a lot more magical girls than I would've thought."

"They were here because of the witch," Homura said. "They were after the grief seed."

Well, Anzu Anzai surely had been. And Kyouko Sakura too. Mami Tomoe no doubt would have been gone off on some spiel about how a witch at a hospital could harm a lot of people, but she would have taken the grief seed as well.

"They seem hostile," Hitomi said, sounding worried. "Are you going to be alright?"

"I'll be fine," Homura said. "I've experienced these kinds of situations before."

"It sounds like there's a story there," Sayaka said.

"Yes," Homura said. "But not one worth going into."

Sayaka nodded and accepted that. "Fair enough. Let's get out of here and go eat."

As they starting walking, Sakura turned back to Homura. "Hey, what was the deal with that talking cat thing? Do you know what it was?"

"Yes, I'm curious about that myself," Hitomi said. "I've never seen anything like it."

"It's dangerous," Homura said. "Stay away from it."

"Really?" Sayaka asked. "It looked cute to me."

"Looks can be deceiving."

"If you say so…"

"Homura-chan wouldn't lie to us!" Madoka declared.

"No, I wouldn't," Homura said. "So please don't ever engage it in conversation. The last thing I want is for any of you to be mixed up in all this any more than you already are."

"I can see why," Hitomi said. "I was worried those other girls were going to attack you."

_So was I._

"Me too!" Madoka said. She fell in step alongside Homura, who was lagging behind slightly. "So…I guess you found that red-haired girl."

"I guess I did," Homura said.

"Did you know she was with that older girl the whole time?"

"No. That's unexpected. I didn't think they got along."

"And you were going to ask for her help? She didn't seem very nice."

Homura sighed. "We wouldn't have to be friends to work together. I was at least hoping for civility, however."

"She and that girl with the green dress really seemed to hate each other," Madoka said. "Did you know about that?"

"No," Homura said. "But when I think about it, it isn't too surprising."

"Do magical girls usually fight and argue?"

Homura remembered a timeline where Sayaka Miki and Kyouko Sakura had been trying to kill each other. Homura had done her best to separate them, but they simply wouldn't stop. And then they both had turned on Homura in their frenzy. Madoka had then contracted and wished for everyone to stop fighting. And even that forced truce hadn't stopped Sayaka from turning into a witch, with Kyouko Sakura blaming herself afterward and spiraling into depression and self-pity.

"Too often," Homura finally said. However, she had no idea what specifically had sparked the bad blood between Kyouko Sakura and Anzu Anzai, beyond Anzu being seemingly overly-sensitive and Kyouko being, well, herself.

"Why?" Madoka asked.

"It's simply the way things are." Homura shook her head and sighed. "Didn't I answer enough of your questions the other day?"

Madoka smiled. "Yeah, but these are new ones. And I wondered if I should have stood up for you back there like Sayaka and Hitomi did."

"It's fine," Homura said. "As I said, I don't want you involved. It wasn't even necessary for them to speak up."

"Well, okay. But I don't like seeing you down, Homura-chan. I was trying to see if there was a way for me to make things better for you."

"I appreciate it, but it's unnecessary."

"Oh."

Overhearing some of their conversation, Sayaka glanced over her shoulder at Homura, jerked her head, and mouthed something Homura didn't catch. Homura gave her a blank look in return and resisted the temptation to roll her eyes. She got the message, however.

"At the same time," Homura said to Madoka. "It means a lot to me to have your support. I wouldn't be able to keep on going as a magical girl without it."

Madoka beamed at her. "Really? You mean it?"

"Absolutely," Homura said. Her inner logic told her to stop, but Homura kept right on talking. "And I hope we can continue our conversation from earlier today as well at some point."

"Not here!" Madoka said quietly. "But if that would make you happy…"

"It already does," Homura said. "I feel better just thinking about it."

_What are you saying, Homura?_

"Do you?" Madoka asked. "You hardly ever change expression, so it's difficult to tell with you sometimes."

"I do," Homura said. And she smiled. It was difficult at first, and she had to force it. How long had it been since she had smiled? But that passed quickly, and then she was genuinely smiling at Madoka. It was a smile she'd have never shared with anyone else.

"How's this?" Homura asked.

"Oh my gosh!" Madoka squealed. "You look so different! It's amazing!"

"It's that surprising?"

"Yes! But it's so lovely!"

"Would you look at them?" Sayaka asked over her shoulder. "All lovey-dovey."

"Sayaka!" Madoka exclaimed. "Don't eavesdrop!"

"Honestly, all of you," Hitomi said, shaking her head and rubbing her forehead.

"It's…it's not what you think!" Madoka insisted.

"You're wrong, Madoka," Sayaka said, giggling. "It's _exactly_ what I think." She looked at Homura. "You look nice when you smile, Homura Akemi. You should do it more often."

"Thanks," Homura said as the smile faded from her face. Had she taken things too far?

Madoka grabbed Homura's arm and gave it a gentle squeeze. For a day that Homura had been so apprehensive about (and one that had almost ended in disaster), it had sure turned out well. She couldn't remember the last time her heart had felt this light. Outstanding conflicts aside, things were progressing well. She had friends in Sayaka and Hitomi. And she had Madoka, and Madoka was everything. But inside, the logical part of her brain was still screaming at her.

_Just what are you doing, Homura Akemi? This isn't what you're supposed to working toward. This isn't why you made the wish you did. Have you completely lost your mind?_

**Notes for the Chapter:**

> This is roughly the halfway point of the story. I've mostly been setting things up until now. There will be some turbulence as we move into the second half. I appreciate everyone who's read along and commented so far. I hope you're enjoying reading it as much as I've enjoyed writing it.


	12. The Sakura Church

The witch resembled a gigantic spotted boar and was as big as a car. It snorted at Mami and charged her, roaring as it did. Mami deftly moved out of the way, as it ran by her and barreled into a stack of gold bars, scattering them.

"Got you!" Mami cried. She conjured up a dozen rifles and set them all to fire at the thing. A chorus of cracks and bangs sounded, and holes appeared in the boar's tough bristled hide.

Mami and Kyouko had been patrolling Kazamino for witches when they found this one in a vacant apartment building. Its labyrinth mirrored a treasure hoard out of some story – there were large piles of gleaming coins, pieces of glittering jewelry strewn about, and heaps of paper currency in a rainbow of colors. Candles with wings fluttered about, moving bits and pieces of the amassed wealth around for some reason. In the center, they found a massive brown and green boar snoozing on a pile of money.

Now they fought it together.

The boar recovered quickly from its crash and Mami's attack. It turned, shook its head, and vomited up a pile of precious gems. With its stomach empty, it reared up for another charge, snorting as it kicked its back legs out.

It took off at full speed, ready to gore Mami with its tusks. Mami shot a length of ribbon at it, lassoing it like a cowboy from one of those old movies her father used to love. She leaped into the air and pulled on the ribbon, and the boar skidded to a halt. With a wave of her hand, more ribbons surrounded the boar. They tightened around it like chains, binding it, and preventing it from moving. It struggled and thrashed wildly, grunting angrily as it did.

"Now, Kyouko!" Mami called as she landed.

"Right!" Kyouko dropped down from above, skewering the boar with her spear. It squealed in pain as Kyouko drove her spear into its neck, and thick black blood spurted from its wound. The boar made a strange gurgling sound as Kyouko pulled her spear back. She swung it in a long arc and decapitated the boar in one swift stroke, sending its head slowly rolling away. The barrier faded away, and they once again stood in a dark, empty bedroom. A grief seed clinked as it hit the wooden floor.

"Good job," Kyubey said from the doorway where he sat. "You two work very well together, even better than when you fought side-by-side before."

"Well, I'd say we've both improved since then," Mami said, also pleased at how things had turned out. She transformed and cradled her soul gem gently in her hand.

"That's true," Kyubey said. "But, you also have a synergy that wasn't present before."

"A what?" Kyouko asked. She transformed back as well.

"He means that when we fight together, we create something more powerful than simply the sum of our two parts," Mami said. And it was true. The battle couldn't have gone more smoothly.

"Huh," Kyouko said. "Yeah, I guess things turned out pretty good." She bent down and picked up the grief seed. "You want this one, Mami?"

"You're the one who struck the killing blow," Mami said. "You should take it."

"Yeah, but you did most of the work before that," Kyouko said. "You softened the thing up and got it in place for me to take down. And you took out the familiars as we went through the labyrinth."

"Let's share it, then," Mami suggested. "We'll each clear our soul gem with it."

Kyouko smiled at her. "Good idea."

They each held up their soul gem to the grief seed. It cleansed both gems, leaving one shining with a bright red light and the other sparkling with a gleaming yellow light, all impurities cleansed. The grief seed itself, however, darkened quickly, a stark contrast to the two gems that touched it.

"It's used up already," Kyouko said, passing the grief seed over to Mami. "That was fast. I guess having two magical girls use it at the same time drains it quickly."

She was right. The grief seed had turned from a light grey to pitch black in an instant. Little black puffs of smoke swirled around inside, and a substance that looked like motor oil had started to ooze from it. It was far too tainted to use any more.

"Indeed." Mami tossed the grief seed to Kyubey. He moved deftly and bounced the seed on his head a few times like a circus performer. Then he opened the little trap door on his back and batted it in with a swipe of his tail. He glowed for an instant, and that was that. Mami smiled at him.

"You never do those tricks for me, Kyubey," Kyouko complained. "But you always do them for Mami. If I didn't know any better, I'd think you were playing favorites."

"I don't have favorites," Kyubey said. "I do my best to treat each magical girl the same."

"Even ones like Anzu Anzai?"

"I give her advice like any other magical girl," Kyubey said. "Even if she isn't always the best at listening."

"Heh. Yeah, I bet she's not. What about Homura Akemi?"

"I don't talk with her at all. I think she'd be even worse in that regard."

"It's difficult to tell what she's thinking," Mami said. "I suppose she uses that to her advantage. If your opponents can't anticipate the moves you make or even see them, it's difficult for them to fight you."

"Speaking of not being able to see," Kyouko said. "Let's get out of this dark, dingy apartment. It's creepy in here, even with the witch dead."

Mami agreed, and they headed back out. Kazamino didn't glow as brightly at night as Mitakihara did. There were fewer street lights and bright neon signs, especially in this part of it. The shadows seemed to dance all over the place, and the few people milling about ignored them. Kyouko suggested they head a little back toward the center of the city and look for a direction that might lead them to another witch. As they walked past dark, empty shops, Kyouko pointed out places she liked.

"That store has a ton of different candy," Kyouko said, nodding at a shop named 'Ishikawa's Sweets.' "They even have foreign stuff, and some of it is pretty good. And that one next to it always has fresh fruit. I don't know where they get it from, but it's never rotten or underripe either."

"You'd make a good tour guide," Mami said. "You'd always be able to tell people where to find something to eat, no matter what sort of food they were looking for."

"I guess, but why would any tourists even visit this place when Mitakihara is right next door? There's way more stuff there."

"Kazamino has a certain charm to it that you don't see in Mitakihara."

"What kind of charm?"

_Well, you._

Mami's first impulse was to say something like that. That sort thing, however, sounded better in one's head and might have made things awkward.

"The people," Mami said. "There's a spark to the people here that isn't present elsewhere."

"If you say so." Kyouko stopped and looked at her soul gem. It was glowing softly but otherwise hadn't changed. "I got a feeling we're not gonna run into any more witches tonight."

"Yes, we may as well head home, especially since we have a long way to go," Mami said. "At least we found two witches today, even if someone else did us beat us to the first one."

"Don't remind me," Kyouko said grumpily. "Although I'm kinda surprised that Homura Akemi and Anzu Anzai weren't already fighting over the grief seed when we got there."

"Akemi-san doesn't seem prone to impulsive actions like that," Mami said. "But had she reached the witch first, I wonder if Anzai-san would have attacked her for the grief seed."

"Probably. She seems like the type to do that. Trust me, I know."

"I see," Mami said. And Kyouko had seemed that type herself. Yet, she had offered the grief seed from the boar witch to Mami first. Mami wondered if she had changed some more or if that was just an unusual circumstance because it was Mami. Perhaps it was a little of both.

"It's pretty hard to predict the specific actions of either of them," Kyubey said from Mami's shoulder. "Though we know Homura Akemi is plotting something."

"And when the time comes, we'll deal with her appropriately," Mami said.

"They're both asking for it," Kyouko said. "Especially Anzu Anzai."

"You do seem to have a gift for antagonizing her."

Kyouko shrugged. "It's not my fault. There's something wrong with that girl. She's not right in the head."

Mami didn't entirely disagree. Between what they had witnessed of Anzu Anzai and what Kyubey had told them, it was clear she wasn't a typical magical girl. Mami suspected she was reasonably skilled – the same thing she suspected of Homura Akemi – and wondered just what it was she wanted. Homura Akemi might have been interested in territory, but Kyubey said that had never been a great concern of Anzu's.

"Be that as it may," Mami said. "We need to be careful."

"I stand by what I said before, Mami. You could run circles around both her and Homura Akemi. So could I. And together, they got no chance against us. We've got that…what did you call it, Kyubey? Energy?"

"Synergy," Kyubey said.

"Right, that."

Mami smiled at her. "Perhaps, but we shouldn't become overconfident."

"There you go again, acting all level-headed and mature," Kyouko said.

"One of us has to."

Kyouko laughed. "Mami, you're a riot sometimes."

"Thank you, Kyouko."

"Here," Kyouko said, holding out an open bag of gummy worms. Ever since Kyouko had figured out that Mami liked them, she always had them on her. She ate other snacks herself, but those she always offered to Mami. "To celebrate our victory tonight."

"Thank you again," Mami said, taking some gummy worms and eating them. She had come to associate the taste of them with Kyouko. They were sweet and a little sour at the same time, a bit like Kyouko herself on occasion. Mami popped one into Kyubey's mouth while she was at it. It was good to share these around.

"Hey," Kyouko said. "You mind if we swing by the church on the way home? I just want to make sure everything's okay there."

"Of course, I don't mind," Mami said. "I assume you know the fastest way to it from here? Lead on."

They cut through several alleyways and side streets. Mami was impressed that Kyouko could find her way so easily, especially in the dark. But then, she had lived here before. And since she had spent some amount of time without a home, she had no doubt been forced to learn her way around. Soon enough, Mami saw the familiar outline of Kyouko's church. The gate was still ajar, and nothing had changed in the overgrown and weed-infested yard. Kyouko pushed the front door, but instead of swinging open, it fell inward with a loud crash, kicking up a cloud of dust into the air.

"Whoops," Kyouko said. "I guess that finally broke. I'll, uh, put it back up later."

"Perhaps you ought to have accepted Ozaki-san's offer to fix up this place," Mami said.

"Nah," Kyouko said. "It's fine. C'mon, let's take a look around."

The church was as dark, empty, and quiet as ever. It looked like nothing had changed since their last visit a few days ago. They searched its halls and smaller side rooms but found nothing except the usual dust and debris. The main chapel was dim, but a little light from the outside crept in through the cracked and broken windows, making the figures on the stained glass windows look like ghosts.

_It was probably wasn't hard to make people think that ghosts haunt this church. It has a spooky vibe._

"All's well," Kyouko declared. She leaned against the large church pulpit at the front of the chapel and sank to the floor, staring out into the empty pews.

"All is well indeed," Mami agreed, sitting down next to her. She glanced over and saw that a little ways away, Kyubey was napping in a patch of moonlight that shined in through a shattered window. She looked back over the pews where a large congregation must have once sat. "It's so strange, being in this cavernous chapel by ourselves. I feel like I need to speak quietly."

"You should have seen it when it was full," Kyouko said. "There wasn't enough space for everyone to sit down, and some people had to stand in the back to listen to my dad preach."

"I see." Mami wasn't sure what else to say. She couldn't even begin to imagine how difficult it was for Kyouko to speak about this. But Mami was ready to lend an ear.

"My sister and I played in here sometimes," Kyouko said. "When there weren't any services going on, I mean."

"Oh?"

"Yeah, we'd jump around shouting and laughing, sometimes chasing each other. Drove my mom nuts. She'd yell at us, and then my dad would come to our defense, saying we were just kids being kids."

"That's difficult to imagine."

"Yeah? Which part?"

"You, running about and playing," Mami said. She gave Kyouko a teasing smile. "The shouting part I can see, however."

Kyouko poked Mami in the side. "I'll give you shouting, Mami."

"An empty threat. Shouting is your default volume, so I'm well used to it by now." Mami poked her back playfully.

"Ow!" Kyouko exclaimed. "I felt that one."

"Don't start fights you can't win."

Kyouko laughed. "Always good advice." She slid closer to Mami and rested her head on Mami's shoulder.

Mami felt less embarrassed by Kyouko suddenly getting so close this time around. She reached over and gently patted her head. "Tired?"

"A little," Kyouko said. "It's been another, you know, long day."

"It's been a string of those, hasn't it?"

"Yep. You sure know how to keep things interesting, Mami."

"I'm glad you're at least enjoying yourself."

"Yeah, it's been…alright."

Mami looked down. Her right hand was resting very close to Kyouko's left, practically touching it. Without thinking, Mami gently took Kyouko's hand in her own. Her fingers felt soft and delicate.

Kyouko raised her head and looked over at her. "Mami…?"

"Ah!" Mami pulled her hand back. "I'm sorry. I…don't know what came over me." Her face felt very hot. Hopefully, it was too dim for Kyouko to see how embarrassed she was.

"What?" Kyouko asked. "No, no. It's…uh…it's totally okay."

Kyouko reached over and took Mami's hand back. She leaned back against Mami, and Mami could feel the slow, steady rhythm of her breathing. Mami's heart should have been pounding away, but she instead felt calm. Kyouko's hand felt warm. Kyouko herself felt warm too. Mami didn't want this time to end. Once again, she was somewhere where she didn't have to think about witches or rogue magical girls or school or anything else at all. There was just her and Kyouko, together in the ruins of the Sakura church.

"This is nice," Kyouko said.

"It is," Mami said. She wasn't entirely sure what she was feeling, but she liked it. She'd have never thought simply sitting like this with Kyouko and holding her hand could make her feel so content and peaceful.

"I don't wanna make you sit here all night, though, Mami," Kyouko said.

"I'm perfectly fine. In fact, there's no place I'd rather be right now."

"Yeah…me neither. You know, I, uh, tried reading some today."

"Oh? Which book?"

" _The Apple Tree Oath_. I got so wrapped up in it that I spent all day reading it and finished it already."

"Ah, yes," Mami said. "I remember that one. What did you think of it?"

"I liked it," Kyouko said. "The two samurai have that big argument about what honor is and how to fight a war. And they're so busy with their squabble, they ignore that bandits and invaders are tearing up their home and killing the people they're supposed to defend. Idiots."

"At least they set aside their differences before it was too late."

"Right. But it never should have gone that far, you know? They should have shut up about their stupid differences and just done their jobs. I can't believe they got into an actual fight with each other."

"Well, they were being manipulated by enemy spies. And those spies were smart enough to use the samurais' disagreements against them."

"That doesn't feel like the best excuse," Kyouko said. "I'm glad things turned out okay in the end, at least, and they were buddy-buddy again too. I liked the battles too. They were exciting."

Mami chuckled. "Well, then it was a worthwhile read for you. Do you want me to recommend another?"

"Yeah, I could go for some more."

"Then I'll pick out a few when we're back home."

"Thanks." Kyouko paused. "Say, Mami?"

"Yes?"

"I know I said I was gonna stay with you a month, but...what if I decided to make it a little longer than that?"

Mami squeezed Kyouko's hand. "You know I love having you around. You're welcome to stay as long as you like."

"Thanks, Mami." Kyouko squeezed her hand back.

They sat together like that for a little while. Neither of them spoke. There was nothing more that needed to be said.

* * *

The lunch bell rang. Mami's classmates immediately started chit-chatting, with some bolting for the door so they could go purchase lunch from the cafeteria or go eat with their friends. Mami quietly closed her textbook and looked at the empty desk to her right.

_Kinoshita-san is absent. I wonder where he is today._

Kinoshita had sat next to Mami during all three years of middle school. Despite that, they had never been more than casual acquaintances. They made polite conversation at times, but that was the extent of it. During lunch, he usually sat and read, his eyes moving back and forth across page after page from behind his glasses. He was quite studious, and Mami couldn't recall the last time he'd missed a day of school.

Well, no matter. He'd surely return the next day. After all, Mami had been absent from school herself one day recently, hadn't she? She reached into her school bag and pulled out her lunch. At the bottom of her schoolbag, Mami noticed something bright red and pink. She pulled it out and saw that it was yet another bag of gummy worms. Kyouko must have sneaked it in when Mami wasn't looking. There was a little note attached to the bag.

_Mami, this is brain food to get you through your school day. Don't waste it._

"Thank you, Kyouko," Mami said quietly. Part of her almost wanted to disregard Kyouko's order and simply cling on to this colorful little bag. Kyouko had no idea how much it meant to Mami to receive a little present like that. But she couldn't do that. She opened the bag and ate a few, savoring the sweet flavor. Candy was technically against the school rules, but sometimes rules had to be bent or disregarded entirely.

She made sure to hide it away, however, when lunch was over and her afternoon classes began. She didn't want a precious gift from Kyouko confiscated.

When school was over, she hummed to herself as she collected her things and made her way down the stairs alongside the rest of the students eager to leave. Mami was ready to go home as well. She had something to look forward to now. She picked up the pace a little as she crossed the schoolyard.

On the road near the school entrance sat a fancy black car, the kind with tinted windows that rich folks tended to drive. Leaning against it was a woman in a snappy grey business suit who was idly watching the students leave. Mami recognized her immediately. When the woman spotted Mami, she stood up straight and waved her over.

_Ozaki-san from Sagawa Real Estate. What is she doing here? I didn't think I'd see her again. I hope she isn't here to renege on our bargain._

Mami made her way over to the parked car, noting that some of her peers were giving it impressed looks. She peered into the woman's icy grey eyes. "Ozaki-san."

"I've been waiting for you," Ozaki said. "I hope you didn't have anywhere pressing to be. You and I have things we need to discuss." She opened the car door and gestured. "Please, step in the car."

"Excuse me?" Mami said. "I have nothing to talk about with you, nor am I getting in your car."

"On the contrary. We have quite a lot to talk about…Mami Tomoe."

Mami felt her stomach drop. She gaped at Ozaki. How did this woman know her name? She had never said it at the Sagawa Real Estate office.

"Get in," Ozaki ordered.

The inside of the car smelled of fresh leather. Mami slid into the spacious back seat, wondering what exactly was going to happen. Begin abducted wasn't a problem. She could fight her way out easily enough. She was more concerned as to how Ozaki knew her name and where she went to school. And why exactly she had sought Mami out.

Ozaki got in after her, reached forward, and tapped the driver on the shoulder. "Go."

The car took off, but not at the speed Mami expected. If Ozaki was trying to kidnap her, she was doing a poor job of it. On the other hand, Mami was wary of unleashing her powers in this small space. It would be difficult to pull off without causing a wreck and possibly injuring other people.

"Here," Ozaki said, pouring coffee some into a cup from a thermos. "I'm aware you prefer tea, but all I have with me is coffee." She held out the cup to Mami.

Mami eyed it suspiciously. "I'm not drinking anything you offer."

"Oh, spare me. Do you actually think I'd try to poison or drug you?" Ozaki drank from the cup herself. "See? It's perfectly ordinary coffee. Now, do you want some or not?"

"No, thank you."

"Suit yourself." Ozaki reached into a satchel in front of her and retrieved two folders. She sat one down in her lap and held up the other.

"I'm sure you have questions," Ozaki said. "Well, I have some for you first, as well as some things you and I need to go over. I would advise you to listen well and answer what you can and refrain from any of your special tricks while we're speaking. Believe me when I tell you that there will be consequences if you're too defiant."

"You can't threaten me," Mami said. She closed her right over her left, feeling her soul gem ring. "I told you that before, but you didn't listen. I also told you what would happen if we were to speak again. I hope you haven't forgotten."

Ozaki chuckled. "I remember well. As to the rest, you're wrong. And after we're through talking, I'm sure you'll understand just how wrong you are."

Mami felt her stomach tighten. Ozaki wasn't acting at all like the cowed and frightened woman she had turned into when Mami and Kyouko had threatened her. Instead, she was back to the smug snake they had first encountered. This was worrying.

"Before we go into the biographical details about you, I have a few questions for you." Ozaki cleared her throat. "It's clear enough that you're no ordinary schoolgirl, nor was the girl who accompanied you the other day. People who went into the church in Kazamino believed it to be haunted by ghosts, but it's obvious that you're far more than that. You said as much yourself. The way you two made things flash, the way you manifested weapons and such out of nothing…well, no technology in the world can accomplish what you did. It's some sort of magic, isn't it? I'd like to hear more about these magical powers you and your friend possess. How did you acquire them? Are you two unique, or are there more like you? What is the extent of your capabilities?"

Mami decided to take a leaf from Homura Akemi's book and say nothing to this woman unless absolutely necessary. Ozaki was right that what Mami and Kyouko did was magic, but she wouldn't share one little detail of it. There was no reason to. It was disturbing that Ozaki knew this much. Would Mami have to find some way to silence her? Ordinary people weren't supposed to know about magical girls.

Mami and Ozaki stared at each other in silence for a moment.

"I see you're unwilling to share," Ozaki finally said. "No matter. My associates aren't as concerned about that as I am; they're more interested in how those powers might serve our ends. I was mostly curious."

_I'll never do anything for you, no matter what you ask of me._

"Let's begin," Ozaki said. She opened the folder. "You are Mami Tomoe. Age fifteen. A third-year student at Mitakihara Middle School. A few years ago, your parents died in a horrible car accident. How tragic. But you miraculously survived uninjured. How is that?"

Mami flinched a little but said nothing. There was no way she'd give this woman the pleasure of showing how much hearing about her dead parents upset her.

"Sore topic?" Ozaki asked. "It was those magical powers you possess that saved you in that accident, wasn't it? I suppose your parents lacked them."

Mami took a deep breath to calm down. She would not lose her temper here. That would only make things worse. She simply had to see where Ozaki was going with this and figure out the best way to shut her down.

"Were you the littler wanderer you are before they died?" Ozaki asked. "You and your friend range all over large portions of Mitakihara. And you even went to Kazamino last night."

_They've been watching Kyouko and me. And they were trailing us. Of course, they have. They've never seen anything like us, and we weren't exactly subtle about displaying what we could do._

"Are you wondering how we figured out who you are and how we know so much about you?" Ozaki asked. "Well, the security cameras at Sagawa Real Estate recorded you entering clear enough. We had someone review the footage, and they recognized the uniform you wore. Once we knew where to look, we found you easily enough, and a fellow student of yours gave us your name. Then we sent an investigator to do some research and tracking. It was that simple."

Mami sighed. She hadn't anticipated anyone at Sagawa Real Estate doing something like this. She cursed herself for being stupid enough to wear her school uniform to their office. And for not merely lying and saying that she had been a ghost. She had chided Kyouko for rushing without thinking, but she was just as guilty of that.

"There's more, but I believe that's all that's relevant for our purposes," Ozaki said, closing the folder and shuffling the other one on top of it. "Unless there's anything you'd like to add that you feel I ought to know?"

Mami tightened her mouth into a thin line. This woman might have learned about her, but that didn't mean Mami had to play this game. She wondered if it would be possible to contact the police about this. Granted, Ozaki hadn't done anything illegal (yet), but the police were unlikely to believe someone who told them that a teenage girl had magical powers. And Mami could simply deny what had happened that in the Sagawa Real Estate headquarters. Nobody would believe that Mami actually had magical powers.

"Your silence is amusing, considering how talkative you were back in my office," Ozaki said. "But no matter. Let's move on to the girl who was with you."

Ozaki opened the second folder, ran her finger over a piece of paper in it, then began reading aloud.

"The red-haired girl's name is Kyouko Sakura. Given how invested she was in that church, we could have figured out who she was even without the security footage. Let's see…age fourteen. Daughter of a Kazamino minister, a man who murdered his other daughter and wife, then committed suicide. An insane man who seemed determined to kill his entire family, yet, his oldest child somehow survived what should have been a fatal predicament. Just as you did. She isn't here with us, so perhaps you can explain?"

Mami narrowed her eyes.

_You're lucky Kyouko isn't here. You'd already be dead. And you'd deserve it._

"No answer?" Ozaki asked. "Well, it's clear enough what happened, so let's continue. Kyouko Sakura was listed as missing and presumed deceased. Interestingly enough, however, her appearance matches the description of a teenage girl who's a suspect in a litany of crimes in Kazamino: theft, breaking-and-entering, trespassing, burglary, vandalism, destruction of property…" Ozaki closed the file. "Well, the list goes on and on, and I'm sure you're already aware of your friend's checkered history."

Mami did her best to keep a neutral face. She knew Kyouko had resorted to desperate acts. Anyone would have in her situation.

"I'm told she caused quite the scene at the Sakura church the day you came to visit me," Ozaki said. "And terrified two demolition workers. According to them, your friend has some temper. I get it, though. Even if you have magic powers, you're still teenage girls, aren't you? It's natural for you to be so emotional and lack self-control."

_Belittle Kyouko and me all you want. All you're doing is digging your own grave._

"I'm curious as to how you two met," Ozaki said. "You were never schoolmates, and you grew up in different cities. The only connection between you two is that you both possess these powers and that you happen to occupy the same apartment at the moment."

Mami certainly wasn't going to share anything about that. This woman already knew too much about her and Kyouko as it was.

"Are you just friends? Maybe more than friends?" Something must have shown on Mami's face because Ozaki chuckled. "Oh, is _that_ it? How adorable. Puppy love. You two make a very cute couple."

Mami shook with rage. She breathed in and out through her nose, mustering all her will to keep from flying at this smug, vile woman.

_I should have let Kyouko kill you. I might do it myself at this point. I won't let you keep mocking me._

Finally, Mami spoke, barely raising her voice. "What do you want from me?"

"Ah, now we're getting to the important part," Ozaki said. She leaned forward and tapped on the driver's shoulder. "Take us by the Nise building."

They rode on in silence for a while. Mami looked outside and realized that they were in an entirely different ward of Mitakihara, one she seldom visited. It generally wasn't a big hive of witch activity.

"Have a look out your window," Ozaki said as they turned through an intersection. "Specifically, at that building on the far corner."

Mami looked and saw a four-story red brick building. Two men in suits were entering the front doors. A large white sign proclaimed its name to be "Nise."

"This is the headquarters of Nise Industries," Ozaki said. "It's a subsidiary owned by the much larger Shizuki Corporation."

"I see," Mami said, turning back to Ozaki. "Why did you bring me by here?"

"In truth, it's a front corporation, used to cover up all sorts of illegal activities," Ozaki said. "It's run by a group that's a rival to the one whose building you invaded the other week. I'm sure I don't have to go into detail about that incident. You and your friend were there, and we both know what took place."

"Yes," Mami said. "But I still fail to see your point."

"We'd like you and your friend to us a favor," Ozaki said. "Infiltrate Nise Industries. Go to their main server room and download all the company data – don't worry, we'll provide you with the means to do so – and kill anyone who gets in your way there, the more, the better. We feel you're suited for this job, as you have no connections to us. And we're confident that, with your powers, you can accomplish this. The boss would like to know just how much you're capable of, as would I."

Mami couldn't believe what she was hearing. What in the world made Ozaki think that she would agree to this sort of request? Why would they entrust it to Mami and Kyouko? Mami thought back to the building she had chased the witch to, where she had run into Kyouko and first met Anzu Anzai. The inhabitants of that building had been criminals as well. Had they suffered setbacks from the witch attack, and that was why they were willing to take a gamble on this?

"If you think I'm some common thug, you're wrong," Mami said.

"You _are_ a thug," Ozaki said. "You made that clear enough in my office. However, you're anything but common."

"That was different. And you're also wrong if you think I'm going to commit corporate espionage and murder for you."

"Whether you realize it or not, you're in no position to refuse."

"I absolutely am," Mami said. "You've nothing I want, and you can't harm me."

Ozaki chuckled. "Oh, is that so?"

"It is." Mami decided to be more forward. "I could kill you right now if I so wished."

Ozaki crossed her arms in front of her. "I don't doubt that you could. However, let me inform you of something before you do. If you kill me or refuse this task, you'll have more trouble than you might have bargained for. You see, all the information on your red-haired friend has been turned over to an associate of ours who works for the Mitakihara Police Department. He's simply waiting for a signal to open a case and then transmit everything to the authorities in Kazamino. My death at your hands would be such a signal."

"You…" Mami stammered. She shook her head. "No. Kyouko could deal with the police. I'd help her."

"I'm sure," Ozaki said. "And while you're busy with them, that church she's so fond of will burn to the ground. Probably an accident. It is in poor shape, after all."

Mami gasped. "You wouldn't…"

"Me? I wouldn't do it myself. I can't guarantee that someone else won't, however."

Mami said nothing, but her hands trembled. That church was everything to Kyouko. She had said as much herself. Mami had done her best to help Kyouko save it – she felt slightly responsible in that regard – but in doing so, she had placed it in even more danger.

"Additionally," Ozaki continued. "You might be interested to know that Sagawa Real Estate owns the apartment building you live in. I wondered how you afforded such a place, but I suppose you live off of your dead parents' substantial savings. Regardless, if you take any action against us, we can see to it that you lose that home. And given how much real estate we own in Mitakihara, along with our connections, you might encounter some difficulties finding a new one. However, I'm sure that your 'friend' would let you live with her in the gutter. You could continue to keep each other company. Couples stick together, right?"

Mami's mouth hung open. "I…you…"

"Do you still plan to kill me?" Ozaki smiled smugly at her. "You've been outplayed, little girl. Now it's you who has to choose her words carefully."

Mami closed her eyes, cursing herself. How could she have been such a fool? In her crusade to save Kyouko's church from destruction, she had inadvertently revealed too much to this woman who was determined to exploit her, this woman who was in league with criminals. And now they wanted to use Mami and Kyouko's magical girl powers to get a leg up on other criminals. There was a good possibility that both of them would lose a lot because of how they had tried to fix things.

A wave of nausea hit her. She was trapped.

"Well?" Ozaki asked. "Have you anything to say, Mami Tomoe?"

"I…" Mami said, opening her eyes and searching for words. Finally, she slowly said: "I need to speak with Kyouko first."

"Of course," Ozaki said. "You seem like the more rational one, so I recommend that you impress upon her the consequences for turning us down or attacking us." Ozaki reached back into her handbag and retrieved a thumb drive.

"Here," she said, holding out the thumb drive to Mami. "Simply plug this into the mainframe inside the server room at Nise Industries. It'll do the rest on its own. A red light will blink while it's working. When that light is green, that means it's done working."

Mami took the thumb drive. "How do I know you're not setting us up?"

"You don't," Ozaki said. "I suppose you'll simply have to take my word for it that I'm not. Are you willing to chance your friend's church? And your home? Think long and hard on that."

"How soon do you want an answer?"

"Ideally, as soon as possible. I'll give you my direct number so that you can contact me. Let's say by tomorrow evening. If I haven't heard from you by then, well…you know what will happen."

Mami did know. She said nothing more and stuck the thumb drive into her pocket.

"When you've completed your task," Ozaki said. "I believe the boss will have a second request for you. He'll want to talk with you about it in person, however. And we want to see how things turn out at the Nise headquarters first."

Mami felt her throat tighten. Did these jackals intend to keep blackmailing them? How long would this go on? And how could they escape? The police would be of no help. The connection that Ozaki had mentioned would likely stop any attempt at a legal solution. And it would be impossible to explain how Mami and Kyouko had gotten wrapped up with this group in the first place.

They rode on without saying anything else, Mami silently fretting and Ozaki contently sipping coffee. Mami's stomach was full of boiling guilt, but she had to keep a straight face until she was away from Ozaki. When the car finally stopped, Mami looked out and saw that they had parked in front of her apartment building. Mami exited the car and looked back at it one time.

"I look forward to your reply, Mami Tomoe," Ozaki said from within it. Her window closed, and the car sped away.

Mami slowly walked up to her apartment building, hanging her head as she did.

How could she even face Kyouko after what she had allowed to happen?

Climbing the stairs to her floor seemed an impossible task. She sat down in the middle of the stairwell and stared miserably off into space. She had never asked to be a magical girl; she made the contract with Kyubey out of necessity. And she had certainly never asked to be forced into anything like this either. She felt scummy thinking about it.

The tears started flowing, just as they always did. But this time, they came in an absolute torrent, pouring out of her in choking, gasping sobs. And it wasn't feelings of loneliness that had broken the dam holding them back this time. Rather, it was shame, embarrassment, and revulsion at what Ozaki was blackmailing her into doing. It was guilt that she had failed Kyouko and had made her a part of this screw-up.

Thinking of Kyouko made things even worse. Kyouko had trusted her to help resolve the issue with her church. Kyouko had initially agreed to stay around because of that help. And now Kyouko's church was in more danger than ever. They had felt so close the previous night in that same church. What would Kyouko think of Mami now? She could just see Kyouko's angry face in her mind.

 _I should have known better_ , Kyouko said. _I can't rely on anyone but myself. It's your fault this happened, Mami. I never should have trusted you._

The knot in her stomach tightened even further. She buried her face in her hands.

But finally, things ran their course. Mami closed her eyes and took a deep breath. When she opened her eyes again, the flood of tears had stopped. She sniffed and pulled a handkerchief from her schoolbag. She wiped her eyes and blew her nose, hoping she didn't look as much a mess as she felt.

_Enough crying. I can't sit here and wallow in self-pity. I need to tell Kyouko what's happened so we can figure out what we're going to do. Right. Everything will be better once I talk with her. That's what I need most right now. Just seeing her face will be enough. Hopefully, she won't be too angry with me. Hopefully, she'll forgive me for this._

Mami got up and made her way up to her floor and down the walkway to her front door. As she stepped in, she called out: "I'm home."

Kyouko ran up to greet her. "Where you been, Mami? I was kinda worried. You get kept after school or something? You–hey. Your eyes are red. You been crying? Did something happen, Mami? Is everything okay?"

Mami placed one hand on Kyouko's shoulder and looked into her red eyes. "Kyouko, we need to talk."

**Notes for the Chapter:**

> The witch that Mami and Kyouko fight at the start of the chapter is based on the Babi Ngepet, a demon from Indonesian folklore.


	13. Homura's Plan

Sayaka stretched her arms. "Just one more class, and then we're free."

Homura folded her arms in front of her and nodded. She was once again leaning back idly against a desk while talking with Sayaka, Madoka, and Hitomi during their break.

"You probably should stay awake for it," Madoka suggested.

"But school is so boring," Sayaka whined.

"Madoka is right," said Hitomi. "Your grades will never improve if you continue to nap through your classes."

"Hitomi and Madoka are both against me!" Sayaka said, throwing up her hands dramatically. She turned to Homura. "You're on my side, right?"

"Are you having trouble sleeping at home?" Homura asked. "Is that why you're dozing off at school?"

"Ah, you see? Homura Akemi is the only one of you concerned about my health and well-being! She's my one true friend!"

"You shouldn't worry her, though," Hitomi said. "She has her own problems to deal with."

Madoka nodded. "All those other magical girls. What if they gang up on you, Homura-chan?"

Homura shook her head. "I appreciate your concern, but as I said yesterday, I'll be fine. I can deal with them."

At least, Homura was pretty sure that was the case. She still hadn't come up with any solutions to her problems despite thinking about those other three magical girls a lot the previous evening. She wasn't even sure it was best for her to take any action right now. Mami Tomoe and Kyouko Sakura would most likely keep each other alive, assuming they kept getting along. And Anzu Anzai seemed like she could take care of herself (she had slain the witch Charlotte single-handedly, after all). Ensuring they didn't start going after each other was the real issue, but Homura wasn't sure how to stop that.

"Let me ask you something," Sayaka said. "What are the limits to your magical girl powers?"

Homura shrugged. "I'm hardly omnipotent. You know that."

"But you can do some pretty amazing things. I mean, look at what happened back when you killed that weird shadow thing. You flashed all around and then blew it up!"

Homura tilted her head and said nothing. Where was Sayaka going with this? Did she think that Homura could just fight the other magical girls with no problems whatsoever? That might have been true to some extent, but Homura didn't exactly want to fight them unless there was no other option. It was pointless and ultimately wasteful.

"So, given that, I was thinking after yesterday," Sayaka said. "If someone was injured badly, and doctors said there was no hope for them to completely recover…would you be able to heal them with your magic?"

Now Homura understood. She should have expected Sayaka would eventually bring this up. She wanted Homura to heal Kamijou, the boy in the hospital. Homura wondered if she had allowed her friends to learn too much about magical girls.

"I'm sorry, but no," Homura said, shaking her head. "That's beyond my abilities."

"What about those magical girls we ran into yesterday?" Sayaka asked. "Can they do anything like that? Would they be willing to? Granted, they didn't exactly seem like the friendly sort, but magical girls help people in need, right?"

"They can't either," Homura said, which was mostly true. She knew roughly the extent of Mami Tomoe and Kyouko Sakura's capabilities. Skilled as they were, they couldn't help Kamijou. She was less confident when it came to Anzu Anzai, but doubted she'd be of any help with that either.

"Are there other magical girls besides them who can?"

"If there are, they aren't in Mitakihara," Homura said.

Sayaka sighed heavily. "I see. I was just kind of hopeful, that's all."

Madoka spoke up. "I'm sure Homura-chan would help with Kamijou if she were able to!"

"Madoka!" Sayaka exclaimed, turning a little red. "I never said anything about him!"

"That's what you had in mind and were building up to, though, right?"

Hitomi chuckled. "You've been figured out, Sayaka. I admit the thought crossed my mind as well. But if that's the way Akemi-san says things are, then that's how they must be."

"Yeah," Sayaka said. "Well…maybe the doctors will figure out a way to help him."

_And maybe not._

But Homura couldn't say anything about that. It would only make Sayaka feel worse. The bell rang, ending their chatter, and Homura started back to her seat. As she was about to sit down, someone tapped her on the shoulder. "Hey, Homura Akemi?"

Homura turned and saw that Sayaka had followed her. "Yes?"

Sayaka leaned close and lowered her voice. "Nakazawa's still absent."

"He is." Homura kept her voice low as well.

"I wanted to say," Sayaka said. "Maybe we shouldn't spread around what Rika Tanaka told us. You know, not gossip and instead let Nakazawa share what happened with people when he's back."

Homura nodded. "That would be for the best."

"Good. Also, I was glad you took my advice yesterday. Are you and Madoka gonna go on a date soon or something?"

"I thought you said you wanted to avoid gossiping."

"About Nakazawa's sister, sure. Not about you and Madoka."

"We're not that interesting."

"Sure, you are. Come on, spill. Don't make me wait until I have to pry all the details out of Madoka."

"You shouldn't bother her about that."

"Ooh, are you defending her honor now? Is she a princess now? And you're her brave knight?"

Fortunately, the arrival of Kazuko and her order of everyone to their desks spared Homura from having to listen any more of this silliness.

"We need to sit down," Homura told her, thankful her desk was far away from Sayaka's.

Sayaka smiled slyly at her. "Okay…well, see you after class."

Homura glanced back at Sayaka as she walked back to her row and took her seat. Madoka gave her a questioning look, and Sayaka just shook her head. Homura's mind returned to their conversation during their break.

If Kyubey were to somehow worm its way into Sayaka's life again, she'd no doubt make a wish to heal Kamijou. That was always the wish that she made. Homura could try to dissuade her, but once Sayaka knew it was a possibility, all hope for her went out the window. And Kyubey was good at targeting girls in their darkest, most vulnerable moments.

_Including me. If someone had been there to stop me, would I have refused?_

A light clicked on in Homura's head. Sayaka liked her and trusted her in this timeline. If Homura stepped in and stopped her from making a contract, then surely she'd listen, right? This opportunity didn't present itself often, and Homura needed to seize it.

When Sayaka made a contract usually varied, but in Homura's experience, the most common day was the day after the witch Charlotte appeared at the hospital, the day Mami Tomoe usually perished. It had varied – in one timeline, Kamijou nearly died, and Sayaka stepped in – but its occurrence was fairly reliable.

Now Homura had to figure out the circumstances. Where would it happen? Where would Kyubey corner her?

Of course. The hospital. Something would happen there – probably that Sayaka would see Kamijou in dire straits – and then Kyubey would pop up.

But what if Homura got there first? She knew things would likely go this way, but this time she could affect the outcome. She had to convince Sayaka that healing Kamijou's hand was not worth becoming a magical girl over. Homura wasn't entirely sure how to go about doing that, but she was sure she'd come up with something. She could improvise. Maybe all Homura would need to do was keep Sayaka occupied for a bit until she was out her rut. And by stopping Sayaka from making a contract, Homura would remove an element that contributed to a lot of trouble and, eventually, Madoka's demise. Homura would just need to trail Sayaka to the hospital after school and intercept her before Kyubey got a chance to offer his insidious contract to her.

It was perfect.

The boy who sat behind Homura suddenly poked her back and whispered, "Akemi-san. Something for you."

Homura reached her hand back, and the boy (whose name Homura couldn't recall despite sitting in front of him for so long) placed a note into her hand. The note proclaimed 'Homura Akemi' on the front. She carefully unfolded the paper and read its contents.

_Homura-chan, let's go somewhere together after school! Just us two. I want to pick up where we left off yesterday._

Homura's stomach twisted as her feelings pulled her in multiple directions. One the one hand, she very much wanted to spend time with Madoka. It made her feel nervous and sweaty, but also a little excited. On the other, part of her still wondered if it was dangerous for her and Madoka to be so close, even if it was what Madoka clearly wanted (Homura too, she admitted to herself). That part also reminded her that if she was going to try and catch Sayaka today and prevent her from contracting, she couldn't let herself get so caught up in being with Madoka. The first part insisted there was no harm in going along with her and that Homura would be better able to protect her if they were together, just like Madoka had said.

Homura glanced behind her. Madoka was watching her chin resting in her hand, a dreamy expression on her face. Though normally attentive during class, she wasn't writing down anything Kazuko was saying. When she spotted Homura looking at her, she winked, probably trying to look flirtatious as she did. It was utterly adorable.

That settled it. Homura turned around and wrote back a reply.

_Sure, for a little bit. We'll do whatever you want._

Did that response sound too lukewarm? Madoka would probably be disappointed to learn that Homura had somewhere she needed to go, but this felt like a decent compromise to Homura and hopefully wouldn't upset her. And Homura knew that she and Madoka would see each other later this evening anyway, even if the circumstances wouldn't precisely be what either of them wanted. Tonight was the night that the witch in the warehouse would appear and attack Madoka. If Sayaka didn't contract, she wouldn't be there to stop it as she normally did. Sure, it was possible that Mami Tomoe, Kyouko Sakura, or Anzu Anzai would show up to kill it, but Homura didn't want any of them going near Madoka.

Homura passed the note to the boy behind her so that it could make its way back to Madoka. Homura kept her eyes forward. She couldn't let herself get too distracted. If she was going to spend time with Madoka, then she had to use this class time to plan how to handle Sayaka. While Kazuko talked about conjugating verbs, Homura made notes on things she might say. When the bell rang, Homura quickly gathered up her things and headed to the back rows where her friends sat. Madoka was looking at her expectantly while Hitomi was shaking Sayaka awake, scolding her for napping through their class. Hitomi was the only one of them who had paid any attention to the afternoon lesson.

"Well, I'm off to my calligraphy class," Hitomi said once Sayaka was up. "You three have a good afternoon and evening."

"Yeah, I'm heading off too after I'm fully awake," Sayaka said, stretching. She looked at Madoka and Sayaka. "I'm sure you two want space." She clasped her hands together, puckered her lips, and made a little kissy face.

Hitomi sighed and shook her head. Homura wasn't sure if she disapproved more of Sayaka's behavior or of Madoka and Homura being together. Maybe it was a little of both.

"Sayaka!" Madoka said, looking flustered. "Stop that!"

"Payback for earlier," Sayaka said, grinning at her. "Have fun, you crazy kids. Don't do anything I wouldn't do."

Once they were out of the classroom, Madoka turned to Homura and sighed. "Don't mind Sayaka."

"It's fine," Homura said with a shrug. She still preferred this version of Sayaka Miki to the many others she had dealt with.

"I just didn't want you to feel embarrassed or anything."

"I'm not embarrassed at all."

"Aw, you're so sweet, Homura-chan. Come on. I want to show you something."

"Oh? What?"

Madoka smiled at her playfully. "You'll see when we get there. Since you're new to Mitakihara, I'm betting you haven't seen this yet. But it's neat, and I think you'll like it."

There was a good possibility that Homura had seen whatever Madoka was taking her to, but she would pretend it was new all the same. Madoka led her out of the school and into downtown Mitakihara. As they crossed a street, Homura noticed that Madoka was swinging her arms and practically humming.

"You're in a good today," Homura commented, though Madoka had a naturally sunny disposition as it was.

"It's because I'm with you!" Madoka declared. "Say, Homura-chan?"

"Yes?"

"May I hold your hand?"

"Sure." That was fine. Sure, it might attract a few stares, but so what? Girls held hands all the time. Homura held out her hand, hoping it wasn't too sweaty; she was more nervous than she let on. Madoka grasped it happily. Homura's heart beat faster for a moment, but then it slowed back to its normal rate.

_This feels nice. I wish we could do this more often. Maybe once Walpurgisnacht is gone, and Madoka is safe, we can._

"Where are we going?" Homura asked after they had walked several blocks more.

"It's a surprise," Madoka said.

"We are going _somewhere_ , right?" Maybe Madoka didn't have any particular destination in mind. Perhaps she just wanted to walk around holding Homura's hand. Well, that was fine.

"Of course we are, silly."

Eventually, they arrived at a large brick plaza bordered by towering skyscrapers on two sides. Benches and trees and sculptures dotted it. In the center of the square was a large fountain with a black stone wall around it. It looked more like a pool than a fountain, though. Instead of shooting up into the air, water was running into a well in the middle of the fountain, like a sink drain.

"Here it is," Madoka said, pulling Homura along. "Mitakihara's inverted fountain!"

Homura leaned over the stone wall and studied the fountain. The water babbled merrily as it flowed over the rocks within and down into the center well, making a miniature waterfall as it did. A rainbow of different lights shined from beneath the surface. Maybe they played a little show sometimes. Homura wondered how deep it was. Most of the fountain looked to be less than a meter deep, but the well in the center appeared much deeper. It seemed like the sort of thing some avant-garde artist would dream up.

Had Homura been here before? She couldn't recall. It was possible she had walked by here and never paid attention to it.

"It's lovely," Homura said, turning back to Madoka. "I've not seen anything quite like it."

"They say that listening to it drains all your troubles away," Madoka said. "Just like the water drains into the center."

"I see. Thank you for bringing me here, then." Homura's troubles wouldn't dissipate simply from viewing a fountain, but the sound of the water was calming.

"Yes, I thought it might be good for you to come here since you have some unique problems to deal with. Especially since you're a magical girl, and I'm sure that's not easy."

Homura nodded, once again touched by how much Madoka cared for others.

"Plus," Madoka said. "If you make a wish by the fountain, it's sure to come true."

"Oh?" As a general rule, Homura was wary of anything that supposedly granted wishes. But an inanimate fountain was okay. Probably, anyway. It was at least less likely to ask someone to make a contract.

"Yep!" Madoka beamed at her. "I did. And part of it has already come to pass."

"What did you wish for?"

"That we'd spend time together. And, also…"

"Also?"

Madoka scuffed her feet bashfully. "Well, also this."

Before Homura could say anything, Madoka placed her hands on Homura's shoulders, then leaned up and kissed her. It was a short kiss, but it was on the lips. It was over in an instant, but Homura practically felt the earth shift beneath her feet. She was surprised she hadn't fainted and fallen over.

"Ah-ha, I'm sorry if I made things awkward," Madoka said, waving her hands frantically. "I just suddenly felt a little bold. Maybe the fountain does that too."

Homura stood stock-still and stared at her in silence. She had no idea how to react. This had never happened before. Her hand went to her lips as though to confirm this wasn't a dream.

_That was my first kiss, wasn't it?_

"Homura-chan? Please say something." Madoka looked up at her hopefully.

_What do you say after something like that?_

Homura spoke very slowly. "You have…nothing to apologize for, Madoka."

"Does...does that mean you liked it? Was that okay?"

"Well," Homura said. She briefly closed her eyes and took a deep breath. Yes, it was okay. Better than okay. This was something they both wanted, right? When she opened her eyes again, Madoka was still looking up at her. Homura smiled again for the second time in as many days, another genuine smile. "I think so, but I might have to try it again to be certain."

Homura's inner logic once again objected to all this, but Homura shushed it. There was nothing wrong with what she was doing. Madoka wouldn't become a magical girl just because she was smitten with Homura or if they started dating. Everything she did was for Madoka, and if this was what Madoka wanted, then Homura was more than happy to oblige.

Madoka giggled. "Really? Me too, then!"

Madoka grabbed her hands, leaned up, and kissed her again. This time, Homura was prepared for it, at least. Homura's head swam. Was this what delirium felt like? Across the timelines, Madoka had talked with her, supported her, even hugged her, but nothing had ever brought her this sort of euphoria.

"This was what I dreamed about," Madoka told her. "I didn't get the chance to say that yesterday."

If they weren't attracting stares before, then they definitely were now. Two girls acting all lovesick in the middle of a plaza was bound to draw attention. But that was okay. Homura didn't care about that.

_In becoming a magical girl, you sacrifice everything for a single wish. And you have no idea what sort of nightmare you're entering, but now and then, it feels like it was worth it._

This was one of those moments.

It couldn't last forever though. Homura might have felt like she was flying high, but she knew she had to come back down to Earth.

"I wish I could stay here all day with you," Homura said. "But, I do have something I need to go and take care of."

"Aw," Madoka said, sounding disappointed. "Already? But I'm having a good time."

"I am too. But this can't wait."

"Is it more magical girl work?"

"Yes. And unfortunately, that's all I can say." After what had just happened, the last thing Homura was going to say was that she was going to find Sayaka. Homura was astute enough to know that saying that would spark unnecessary jealousy. Even if she was on this emotional high, she still had to think and behave rationally.

"More secrets, huh?" Madoka asked.

"And potential danger," Homura said.

"That just makes me worry about you!"

"You needn't," Homura said. "I can handle it. And besides, we'll see each other again soon." She hoped it wasn't as soon as that evening with Madoka caught up in a witch attack, but some things were practically unavoidable.

"Can we walk a little together, then?"

"Sure."

Homura had time for that much. Madoka once again took her hand as they walked, this time without asking. They chatted amicably about nothing at all, something Homura realized she sorely missed having in her life. It was the kind of thing that left a hole when it was gone, but its return was like finding an oasis in the desert. A few blocks away from the plaza, however, she told Madoka that was where they needed to part.

Madoka smiled at her. "I'll see you tomorrow."

Homura nodded. "Yes. Tomorrow."

Homura watched Madoka head off down the opposite street. She had a sudden compulsion to sprint after her and then invite her to spend the rest of the day together. But she had to keep her head about things. And if she stopped Sayaka from contracting and falling into despair, then Madoka would remain all the happier.

What would happen next anyway? What exactly did you do when you were dating someone (or whatever they were doing now)? Well, you went on dates. But what else? Hold hands and kiss more? Would Madoka continue to be so understanding about Homura dealing with magical girl issues as well? How was Homura going to juggle everything she was doing? If Homura saved Madoka from a witch tonight, would she end up even more smitten? Was that even possible?

Too many questions. Homura needed to focus on one problem at a time.

As soon as Homura turned a corner, she stepped into a deserted side alley, pulled off her ring, and transformed. The gears inside her shield spun, and time stopped. The cityscape around her went silent and still. She couldn't allow Madoka to follow her today, and this was the easiest way to prevent her from doing so. Homura started heading in the direction of the hospital, up one street and down another.

When the hospital was in sight, Homura unfroze time and transformed back. She sighed at the sight of its soaring towers. She still detested coming here. In addition to the bad memories before she was a magical girl, she found herself thrown back to this wretched place every time she failed and began the month anew.

But she had no choice today. She thought of Madoka's smile, that smile she wanted so badly to protect. And to do, she had to stop Sayaka Miki from even considering making a contract and becoming a magical girl.

As she was making her way through the hospital lobby, she bumped into someone she hadn't quite expected to see – Hitomi Shizuki, just stepping out of the elevator.

"Ah, hello, Akemi-San," Hitomi said. "Is Madoka with you?" She peered around Homura as though she expected to see Madoka hiding behind Homura's back.

"No," Homura said. "I thought you'd be at your calligraphy class."

"It ended a bit early," Hitomi said. "I was planning to go downtown, but then decided to come here instead." She sighed. "I was on my way to visit Kamijou, but I think today might not be a good day either. I think Sayaka is here, and I heard him shouting and upset when I was up there, so I didn't go into his room. I don't know what to do now."

"I'll go see what's wrong," Homura said. She had no time to lose.

"Do you want me to come with you?" Hitomi asked.

"No." She looked at Hitomi. "You should head directly home." If Hitomi went home, then perhaps she'd avoid becoming the victim of a witch. Maybe Homura could stop multiple people from getting into trouble today.

"Sayaka is my friend as well, so I want to make sure nothing is wrong with her," Hitomi said. "And if Kamijou is in distress–"

"I'll ensure they're both alright," Homura said. "You just head home. And be safe along the way."

"Very well, Akemi-san. I'll leave things in your capable hands." With Hitomi walked around Homura and into the lobby. Homura was relieved. She was uncertain enough about what she was planning without having someone else there as well, especially Hitomi Shizuki.

With Hitomi gone, Homura wasted no time and immediately stepped into the elevator. Hopefully, she could still intercept Sayaka. The elevator dinged and rose. It felt like it was taking forever. Homura jammed the button a few more times, though she knew that wouldn't make it go any faster. It stopped, and two nurses got on, chatting about nothing. They paid no attention to Homura. They got off on a different floor, and the elevator continued its ascent.

Finally, she reached the correct floor. The elevator doors slid open, and Homura saw what she both expected and didn't want to see: Kyubey sitting there on the ground and sporting the same stupid, smug grin it always wore.

"Get out of here," Homura said, kicking at it. "Go skulk somewhere else."

"I'm not skulking, Homura Akemi," Kyubey protested, dodging her foot. "I'm simply waiting. I believe Sayaka Miki has a problem that I can provide a solution for."

"You may as well leave because she's not going to make a contract with you."

"That's not up to you."

"It is this time." Homura snatched Kyubey up by the scruff of its neck and hurled it back into the elevator just as the doors were closing. The creature bounced off the mirrored wall and squeaked as it hit the floor with a thud. Kyubey scrambled to get out, but the doors shut first. The elevator dinged and started heading back to the first floor. Homura half-expected Kyubey to call after her telepathically, but nothing came. That was fine. Maybe it had given up for the time being.

Homura made her way down the hospital hallway toward Kamijou's room. She had been here a few times before in previous timelines. In an early one, she visited him alongside Sayaka, though she had barely spoken with him. She had been much shyer back then and had no clue how to make conversation with someone she didn't know. She gave him some flowers, which he had politely accepted. Then she had sat in silence while he chatted with Sayaka about classical music, and they ignored her. She might as well have not been there at all.

The door to Kamijou's room opened, and Sayaka stepped out, her head hanging low.

"Homura Akemi?" Sayaka asked, looking up at her. Her eyes were puffy and red.

"Hello," Homura said. "I thought perhaps you might need to talk."

"How did you know…?"

"Call it intuition," Homura said. "Shall we step away from here?"

"Yeah…I think I need to sit down somewhere."

"Of course."

They sat on a bench just outside the hospital, the same one that Homura and Madoka had sat on yesterday. For a few moments, neither of them said anything. Maybe Homura would be able to get out of this without launching into the speeches she had planned.

"It's a nice day," Sayaka commented.

"It is," Homura agreed. Madoka had said the same thing. Was the weather what people brought up when they had no idea what else to say? Or did some people simply find that the best way to begin conversations?

"The patients cooped up in the hospital can't enjoy it," Sayaka said. "All they can do is look at the window and see what they're missing."

"It's difficult for them," Homura said. "I've spent time in hospitals myself."

Sayaka peered at her. "Really? I'd have thought magical girls would never get sick or get hurt."

"Magical girls can get hurt or fall ill," Homura said. She had seen both happen in spades and had it experienced some herself. "But in my case, this was before I was a magical girl."

"So, you know what's it like."

"A little. But obviously, every person's case is unique. What your friend is experiencing is very different from what I went."

"I don't know how much you know about him, but…"

"Madoka filled me in," Homura said. That was mostly true anyway. Madoka had told her about Kamijou in this timeline, even if she had left out details Homura was already aware of.

"Then, you know…" Sayaka's voice cracked. "He can't…he can never…"

"No."

Sayaka leaned over and sobbed into Homura's shoulder. "It's just not fair."

"So much in the world isn't," Homura replied. She gently patted Sayaka's head.

_Why am I doing this? I'm the least suitable person to be a guidance counselor._

The answer was easy, though. To save Madoka, she had to save Sayaka Miki somehow as well. She told herself she could do this and pressed on.

"All you can do is be there for him," Homura said. "Even when his suffering is unbearable to him. Or perhaps especially then."

"That's not enough." Sayaka looked up at Homura. "If I was a magical girl like you…"

"No." Homura shook her head. She knew she had to take a softer approach here than she had with Madoka, but she couldn't have Sayaka thinking like that either. "You don't have to be a magical girl to make a difference."

"Then what do I do?"

"You continue on as you have," Homura said. "Be there for him even when he's in anguish. Especially then. Those are the moments when we most need to be reminded that we aren't alone, even though we might lash out."

"That's hard though."

"It is. And it never gets any easier."

Sayaka chuckled through her tears. "You don't mince words, do you?"

"I can't just lie and tell you what you want to hear. There are no easy answers, and anything that seems easy has a hidden cost or downside that you can't see."

"You're right." Sayaka took a deep breath and wiped her eyes with the back of her sleeve.

"Do you feel better?" Homura asked.

"A little," Sayaka said. "I guess I just needed someone to talk to about all this. Someone like you. It's hard explaining these things to just anyone. You know?"

Homura nodded.

"Yeah, you get it," Sayaka said. "You're a good person, aren't you, Homura Akemi?"

_That's probably debatable at times._

"Thank you," Homura said. "I try."

They sat in silence for a little while longer. The only sound was the din of the city in the background.

"I think I should just go home and rest," Sayaka finally said. "Maybe nothing will have changed by tomorrow, but…"

"But you might have a clearer perspective on things," Homura finished for her.

"Absolutely," Sayaka said as she stood up. "Until tomorrow, Homura Akemi. Thanks for talking with me." With that, she threw her bag over her shoulder and walked off.

It was done. Homura had managed to stop Sayaka from making a terrible, fatal mistake. That would help things to continue a little smoother. Madoka wouldn't have to see Sayaka destroy herself and attempt to make a wish to stop it. Mami Tomoe wouldn't see Sayaka turn into a witch and go bonkers. Kyouko Sakura and Sayaka wouldn't get into some pointless conflict that would ultimately end in both of their deaths.

Would she have to do this again? Homura knew she hadn't resolved the matter for good. All she had done was talk Sayaka back from the ledge and keep her occupied and away from Kyubey for a bit. She had treated the symptom, not the root problem. Furthermore, Kyubey wouldn't give up. That thing was relentless. And keeping an eye on both Madoka and Sayaka would be difficult. Homura already had too much else to do and too little time to do it in. She leaned back and sighed. The day had been another roller coaster. But she managed something important, and even small victories mattered.

After tonight, what would her next move be? She had to figure out how to befriend Mami Tomoe and Kyouko Sakura. Or, at the very least, get on peaceful terms with them. She needed something. The precious hours were ticking away, after all. What could she offer them? Well, she could agree to leave Mitakihara after Walpurgisnacht was gone. But how would Madoka feel about that? Homura couldn't simply abandon her, especially not now. It would be cruel, and Homura's heart would break in a new and different way. Maybe Homura could simply make peace with them somehow. Mami Tomoe wasn't unreasonable most of the time. And since she was friends with Kyouko Sakura in this timeline, she could probably convince her to accept whatever arrangement they all made as well.

What about Anzu Anzai? Having another magical girl along to fight Walpurgisnacht would be helpful, but it would be counterproductive if Anzu and Kyouko would just end up fighting.

_I managed a temporary solution with Sayaka. Maybe there's a way to calm things down between Kyouko Sakura and Anzu Anzai too. Things are going pretty well, after all. There's no reason this streak can't continue, right? Plus, I've gotten to spend more time with Madoka than I have in what feels like forever. And we're closer to boot._

Homura's thoughts dwelled on Madoka, her bright smile, and the feeling of her lips against hers. Homura closed her eyes, and the background noise of the city faded away. She stood in her classroom at school, but there was nobody there except for her and Madoka. Madoka wore the same pink and frilly dress she did when she was a magical girl. Homura opened her mouth to ask why, but Madoka simply put a finger to Homura's lips and smiled innocently at her. Homura blushed and looked away, unable to maintain eye contact after this playful gesture, despite what they had done earlier. Madoka lowered her finger.

When Homura looked back, Madoka had turned into an eyeless corpse, grinning at her manically. Homura recoiled in shock and horror. She looked around the classroom and saw that it had filled with her other classmates, except they were all rotting corpses with missing eyes as well. Mami Tomoe and Kyouko Sakura were there too in their magical girl attire. Homura began breathing heavily and scrambled to find a way out, but there was none. The monsters surrounded her, clawing at her, ready to tear out her eyes and make her just like them.

Homura awoke with a start. She wasn't in her classroom. She was still sitting on the bench where she had been talking with Sayaka. Madoka hadn't contracted. Not in this timeline, anyway. Homura's classmates were all alive and well, as were Mami Tomoe and Kyouko Sakura.

"Just a dream," she reminded herself, though she was shaking and soaked with sweat. "That's all it was." It had felt all too real, though. Homura took a deep breath and counted to four before releasing it. She leaned over and stared down at her feet. Next to the bench legs, a line of ants traveled back and forth between their nest and a cookie someone had dropped. She watched them work for a moment.

When Homura was calm, she looked back up. It was already well after dark, and the street lamps had come on. She hadn't meant to nap so long. She was probably lucky that nobody had mugged her while she slept on this bench.

_I need to get moving. I can't be late._

Late. What a joke it would be if the girl who could control time were late.

Nobody else was around, so Homura pulled off her ring and transformed then and there. She stopped time and began the long trek to one of Mitakihara's industrial districts. As she crossed into it, large factories and production plants replaced the skyscrapers and shops. Smokestacks belched out dark clouds even at this time of night, and the air smelled strongly of oil and other chemicals. At the end of a broad street, Homura hopped a chain-link fence and found what she was looking for – an empty, abandoned warehouse.

The warehouse door was locked, but that was no problem for Homura, who could just blow the lock apart with one shot from her pistol. She crept in and made her way on to the floor of the warehouse. It was wide open, with all the boxes and equipment stacked along the walls. The air reeked of acrid chemicals, tickling Homura's nose. She knew this would happen, but couldn't recall the odor being so strong in any of her previous timelines. Usually, the warehouse only smelled dirty and musty.

In the center of the warehouse floor, she could make out the vague shape of the entrance to the witch's labyrinth. It looked like a small cloud of blue smoke. As the smoke swirled around, the barrier flashed and stuttered. Another magical girl was already here and was in there fighting the witch.

_But which of the three I've met is in there? Are Mami Tomoe and Kyouko Sakura battling it together? Or is it Anzu Anzai again?_

Homura had no desire to enter the labyrinth and find out. That wasn't what she was here for. As her eyes adjusted to the dim light, she surveyed the rest of the place. Whoever it was who had arrived here had been too late. There were a dozen unmoving bodies scattered about, some dressed in business suits, some dressed in work aprons, and a few dressed in casual clothes. Witches didn't discriminate when it came to victims. Homura checked a couple of the bodies for pulses and breathing and found nothing. She noted that they all had red burn marks around their mouths. In the center of the room was a large steel drum full of some black mix of chemicals that was the source of the atrocious smell. Homura suspected everyone here had drunk from it.

_Ugh. These poor people. What an awful way to die. It's a shame the witch got them. There's never been so much death here in any timeline. I wonder what's different? Did Hitomi Shizuki perish here as well? I hope not._

Homura didn't see Hitomi Shizuki among the witch's victims. Nor was Madoka anywhere nearby. Had they not come here after all? Homura checked the side offices and supply closets – Madoka had hidden in them in previous timelines – but found them empty. Had Hitomi listened to Homura and just gone home? If Madoka wasn't here either, then she was probably at home as well. Homura would need to go by her house and check on her. The magical girl who had gotten here first was welcome to the witch as far as Homura was concerned.

The barrier cracked and shifted again. Madoka suddenly appeared and swayed, unsteady on her feet. Her eyes were blank and empty. Homura bolted over and caught her before she could fall and hit the floor. And Homura knelt and gently cradled Madoka's head, her eyes closed. She was breathing, however, and when Homura checked for a pulse, she found one.

_She's okay. The witch attacked her, but she'll be perfectly fine a bit. I need to get her out of here quickly, though. I'll carry her out if necessary. Why did she go into the labyrinth? Did the witch capture her somehow? That's happened before, true._

Homura cursed her slowness but was relieved she had made it here before anything bad had happened to Madoka. The barrier shifted again and vanished, and the silhouette of a magical girl appeared. Freshly triumphant over the witch, the magical girl gracefully caught the grief seed before it hit the ground. Homura turned her head to get a better look, and when she saw who it was, she froze, stunned. It wasn't Mami Tomoe, Kyouko Sakura, or Anzu Anzai.

It was Hitomi Shizuki.

_Her?!_

Homura's mouth hung open in shock. She had focused so much on Madoka and Sayaka that she had utterly disregarded Hitomi Shizuki. Since when did she have aspirations of becoming a magical girl? This had never happened before. Homura tried to trace the events in her mind, but she couldn't come up with an explanation for this. Had she spent too much time playing around and focusing on things she shouldn't have?

Then suddenly it hit her. Hitomi had been able to see the witch's barrier the day all four of them had been swept up into it. She had been able to see Kyubey and hear its voice. Kyubey knew about Hitomi, and she knew about magical girls. She might not have normally been a potential magical girl, but in this timelines, she was.

Everything had been right in front of Homura the whole time, and she never even noticed it or did anything about it. Homura had never given her harsh words as she had with Madoka. Nor had she ever considering stepping in, as she had done with Sayaka. And when Homura had stopped Sayaka from making a contract, Kyubey had for once gone after Hitomi instead and succeeded in convincing her to trade her soul away for a miracle.

_Kyubey, you bastard. You absolute bastard._

**Notes for the Chapter:**

> The fountain that Homura and Madoka visit is based on the Inverted Fountain on UCLA's campus. As far as I know, the real one doesn't grant wishes or drain away troubles either. Anyway, there was more to this chapter, but it was becoming far, far too long, so I split it into two separate ones. I'll try to get the second part up in the next couple of days.


	14. Friends and Enemies

"Ah, hello, Akemi-san," Hitomi said. Instead of her school uniform, she now wore a light green and brown dress with a little white gem in the shape of a butterfly hanging around her neck. She wielded a long ivory staff that had what looked like a green snake entwined around the head. She tapped the butt of staff on the floor, and it vanished.

Homura gently laid Madoka down, then stood up and approached Hitomi.

"What have you done?" Homura asked her in a low voice, though it was pretty clear what she had done.

"I defeated the witch," Hitomi said, smiling at her and ignoring Homura's tone. "Just like you did the other day. Well, perhaps not exactly as you did. I think I was a bit slow. And it was very tough. But I managed it all the same!" She held up the grief seed. "See?"

"No. That's not what I mean. You became a magical girl. When?"

"Today, I was walking home from the hospital," Hitomi said. "And that little cat appeared. Kyubey. Though he's more like a fairy, isn't he? Kyubey said that if I became a magical girl, I could be as powerful as you are and help people. He said he could make that happen if I just made a contract with him."

"And you listened?" Homura asked. "I told you that thing was dangerous. I told you that you didn't want to get involved in this."

"You did," Hitomi admitted. "But you also neglected to mention that Kyubey grants one a wish upon becoming a magical girl. That seems like an important detail to leave out. Why did you never tell us?"

"Because it's a trick," Homura muttered. "A deception."

Hitomi blinked. "What do you mean? Are you telling me that the fairy won't heal Kamijou's injury?"

_So that's what she wished for. Sayaka didn't, so she did instead. How long did she consider before she accepted Kyubey's offer? Five minutes? An hour? Or did she answer instantly?_

"No, that boy will heal," Homura said. "But I warned you that kind of miracle is never free." And just what price would Hitomi Shizuki end up having to pay?

"Well, of course, it's not free," Hitomi said, flipping her hair a bit. "In return, I have to fight witches, just like you do."

_Yes, you have to fight witches. Your only choice now is to do that or become one yourself. Assuming someone or something doesn't break your soul gem and kill you first, that is._

"There's more to it than that," Homura said. "But it's too late now. This isn't something you can take back."

"I don't regret my choice, so I wouldn't want to even if I could," Hitomi said. She clasped her hands behind her back. "Akemi-san, did you become a magical girl in the same way? Did that little fairy grant you a wish as well?"

There was no point in hiding it. Homura nodded. "Yes."

"And what did you wish for? Did it come true? Why do you feel it's a trick?" She asked as though she was a teacher, and Homura was her student.

Homura looked back at her and said nothing. The two magical girls stared at each other, one a wide-eyed and naïve rookie and the other a battle-worn veteran, who, at the moment, felt extraordinarily drained and couldn't process all this. To top it all off, Hitomi had gotten Madoka more wrapped up in magical girl business too. Madoka could have very well ended up as the witch's next victim.

A high-pitched voice broke the silence.

"I was the slow one today."

They turned toward the voice. Anzu Anzai walked through the far door, her knife in one hand and her lantern in the other. Her footsteps made no sound. She stepped forward until she was only a few meters away from them and lowered her hood. Her lantern glowed with an eerie light. Her eyes wandered back and forth between Homura and Hitomi.

_Great. As I didn't have enough to deal with, this one decides to show up too. At least Kyouko Sakura isn't here to rile her up._

"Hello there," Hitomi said, smiling at her. "Your name is Anzai-san, right?"

"You." Anzu shot Hitomi a dark look. "You weren't a magical girl yesterday. Or were you hiding it somehow?"

Despite the disparity in their heights, Hitomi withered a little under Anzu's gaze. "I…only made a contract today. So, I guess you could say that I'm new."

"Yet another." Anzu shook her head. "There are too many magical girls in this city."

"Nobody is forcing you to stay," Homura said. "Feel free to leave anytime." Something about this girl unnerved Homura. And it was more disturbing when she was calm than when she was arguing and shouting and stomping her foot like a child.

"I can't go yet," Anzu said. "I still have things I need to do here." She wrinkled her nose. "This warehouse smells bad. I don't like it."

"I think it's the chemicals those people mixed in that drum," Hitomi said. "It produced some kind of toxic vapor in the air."

"Which means none of us should stick around for very long," Homura added. The sooner she got Madoka away from here, the better. She needed to rethink her plans after this turn of events, and she couldn't do that while Madoka wasn't safe.

"Yes, that's certainly true," Hitomi said.

Anzu turned back to Hitomi. "You two are friends. She said so yesterday. Are you working together now?"

"I…" Hitomi stammered. She glanced sideways at Homura. "I…don't know if we've properly established that or not. However, it...would be nice if we could all cooperate, right? A bit of camaraderie, perhaps?"

"Is that why you became a magical girl?"

"Well, not exactly. There's a boy who suffered an injury so severe that it rendered him unable to do so many things, including playing music, which was dearest to his heart." Hitomi smiled brightly and let out a soft sigh. "And with my wish, he'll be just as he was before. It makes me happy."

"Oh." Anzu returned a blank expression, as though Hitomi had just explained a complicated math problem that she didn't understand.

"Perhaps it's a bit personal," Hitomi said. "But what did you wish for?"

Anzu tilted her head. "That's a secret."

"Ah…okay then. I guess other magical girls might be uncomfortable sharing that. Well, beyond my wish, I wanted to give people hope," Hitomi said. "And protect them from witches, just as you and Akemi-san do."

Anzu looked around at the corpses on the warehouse floor. "You failed."

A stricken look fell over Hitomi's face. "I…I did my best. Perhaps I was simply too late getting here…I had a little trouble following the trail. Or perhaps I didn't fight it quickly enough."

"So, you slew the witch that was here?"

"I did," Hitomi said, standing up a little straighter.

"It must have been a weak witch to fall to someone who just made a contract."

Hitomi's shoulders slumped. "It seemed rather strong to me."

Anzu stared straight ahead at nothing. "But you killed it all the same. It doesn't matter how powerful it was because it's gone. There's no witch here now and therefore nothing for anyone else. One magical girl gets here, and it's all over. Or is it?"

Homura didn't like where this was going. "Do you have a point? Or are you just rambling?"

Anzu turned to her. "I'm not rambling. I have a point."

Homura sighed. She wasn't in the mood to put up with this. She twirled her hand at Anzu. "Out with it, then."

"I was thinking what a shame it would be to have tracked a witch to this smelly, derelict warehouse for no reason at all, and possibly even go away empty-handed."

_Of course. She wants what every magical girl wants: a grief seed. I guess the one she got yesterday wasn't enough for her. Fine. If it rids us of her, I'll give her another. That's better than her attacking Hitomi over it._

Homura reached into her shield, searching for the grief seed from the whispering witch she had killed the other day, but didn't find it. Odd. She wasn't sure where it had gone. Well, no matter. She had used it so much that it was no good anyway. She retrieved a different grief seed instead.

"Here," Homura said, tossing the grief seed at Anzu. It landed on the ground right in front of her with a clink. "Take it and leave."

Anzu briefly glanced down and shrugged. "It's not so much the matter of the grief seed as it is the fact that you and this girl, this rookie magical girl, stole my sport from me. What am I going to do for fun now?"

"I don't care. Just go do it somewhere else."

"But what if I don't wish to?" She turned her knife over in her hand and then pointed it at Homura and Hitomi. "What if I've decided to make you two into my sport instead?"

"Huh?" The word was startled out of Homura. Had she misheard Anzu?

Hitomi chuckled nervously. "Ha…you must be joking, Anzai-san. Right?"

Anzu narrowed her eyes at Hitomi. "I don't like jokes. And don't laugh at me."

Hitomi's smile quickly faded. "Uh…sorry. But…surely there's no need for us to fight. Right?"

"Wrong."

Homura stepped in front of Hitomi and raised her shield. "Don't try it. You won't like the results."

"You sound very confident," Anzu said, turning to Homura. "Back in Kyoto, two other magical girls thought the same thing. Let me show you how that turned out for them." She set her lantern down silently and reached into her skirt pocket. She pulled out her hand, opened it, and two rings sat on her palm. One of them was gold and had a deep-blue stone set in it. The other was silver and had an orange stone. Homura immediately recognized what they were.

"See?" Anzu asked. She closed her hand around the soul gem rings and pocketed them. After picking up her lantern again, she gave Homura a cold, hard look. Homura, rendered speechless, just stared back at her in disbelief.

_My god. Does she even know what soul gems truly are and what she's carrying around with her? Does she understand what she did to those other magical girls? Or was that the whole reason she took their soul gems and kept them?_

That didn't matter. Homura didn't bother replying to Anzu, as there was no point in talking with her any longer. She had shown her hand, and Homura wanted no part of her. Anzu was worse than a mere nuisance; she was outright dangerous. There would be no question of keeping her around to fight Walpurgisnacht. She had to either die or leave Mitakihara entirely.

The mechanisms inside Homura's shield spun, and time stopped. Homura studied her new enemy, trying to figure out where soul gem was. One hit to that and Anzu wouldn't matter anymore. Was it the little button on her hood? The buckle on her belt? The green hairclip she wore? Homura wasn't sure.

In the end, Homura simply pulled out her Beretta and emptied an entire clip at Anzu, aiming at her head, her chest, her stomach, and her limbs. The pistol boomed as she fired. Even if Homura missed Anzu's soul gem, the shots would still hurt her some and slow her down. And other magical girls usually hesitated when they couldn't figure out how Homura's magic worked. From Anzu's perspective, she would find herself suddenly riddled with bullets but without any way to tell how. And Homura would have breathing room to get Madoka out of here.

_And Hitomi Shizuki too, I suppose. Why am I constantly playing babysitter to neophyte magical girls?_

She unfroze time. There was a brief bit of thunder as the bullets she fired struck the opposite wall, and a dozen holes appeared there. Smoke drifted in the air and spent shell casings clattered as they littered the ground in front of her.

However, Anzu stood unharmed as though nothing had happened. She hadn't moved or flinched. She glanced over shoulder nonchalantly then turned back to Homura. "Did you just fire that gun in your hand? If you were aiming for me, you missed."

She began advancing on them. A brief panic overtook Homura as she realized she had no idea what this strange magical girl was capable of.

_What kind of technique is she using? The bullets shot straight through her. Can she make herself intangible? Or did she dodge so quickly that I couldn't see?_

Homura would have to worry about Anzu's tricks later. Madoka's safety was still paramount. She dropped her gun, then reached out and grabbed Hitomi's right hand with her left. Her shield whirred and clicked again, and the world went still and grey once more. She snatched a firebomb from her shield, set the charge timer, and lobbed it at Anzu. It hung in the air right in front of her.

"What…what did you just do, Akemi-san?" Hitomi asked in an amazed whisper. Her eyes were as big as saucers.

"I stopped time," Homura said, pulling her along and holding her hand firmly. "Pick up Madoka. We're getting out of here."

"But..."

" _Now_."

"Um, okay." Hitomi hoisted Madoka on to her shoulder with her free hand. She nodded her head toward the frozen Anzu. "What about her?"

"She's dangerous and too much for you to handle. From now on, if you see her, run away. Get near a crowd of people if you can. She'll be less likely to try anything with onlookers close by."

At least, Homura hoped that was the case. It was equally likely that all bets were off with this girl. Homura had no way of predicting what she'd do.

"Come on," Homura said, pulling Hitomi toward the warehouse exit, speaking sternly as she did. "Do not drop Madoka, and do not let go of my hand."

"Right." Hitomi tightened her grip so much on Homura's hand that it hurt a little. But that was better than her slipping up and getting left behind.

They ran out into a city where nothing at all moved except for them. Hitomi still looked around in amazement and wonder. She seemed far more impressed by Homura's time magic than other magical girls had been.

"This is how you seemed to flash around when you fought that witch in the tower," Hitomi said.

"Yes," Homura said.

"And you did it again in there, didn't you? You fired a gun at that other magical girl, just like she said."

"I did."

"Wait…" Hitomi started to say as they dashed across the street in front of the warehouse.

"What?"

"Will she chase after us?"

"She won't," Homura said. "I'll make sure she doesn't."

Homura reached into her shield and retrieved a glass bottle full of a mix of combustible liquids with a rag tucked into the neck. She concentrated her magic on it. That always worked well as an accelerant. The bottle glowed with soft purple light, and the rag ignited in a burst of orange flame. Homura hurled the bottle behind her through the warehouse door.

"Come on." Homura pulled Hitomi down the street.

They were almost a block away when Homura started time back up again. The bottle she had thrown shattered on impact, and a massive burst of flame shot out from the warehouse doorway. An instant later, the bomb that Homura had left in the warehouse detonated with a deafening boom. The chemicals inside ignited, and even larger plumes of fire shot forth, roaring and blowing apart the glass windows as they did. Thick black smoke billowed out.

Hitomi cringed away from the carnage. She looked at Homura with her mouth hanging open. "You…you just set that warehouse on fire. All those people were in it."

"All those people were already dead."

"That other magical girl…she was inside too."

"It was necessary," Homura said. "The fire won't kill her, but it will slow her down and make her think twice about pursuing us."

That was partly wishful thinking on Homura's part. She wasn't entirely sure that the fire had even harmed Anzu or not. Hopefully, it would least confuse her when she realized that Homura and Hitomi had vanished and that her surroundings were engulfed in flames. She would undoubtedly be angry, but she wouldn't be the first magical girl Homura had ticked off.

"But…but even if she isn't nice…that's horrible…" Hitomi shook her head in disbelief.

Homura stopped and rounded on her. "You don't understand one bit of what you've gotten yourself mixed up in, do you?"

"I–"

"No. No more talking," Homura said. She'd had enough of Hitomi's conversation for the time being. "We can speak again when we're someplace safe, but first, we need to get far away from that warehouse. Emergency crews will show up soon, and we don't want to be nearby when they do." She started walking toward downtown Mitakihara again, picking up the pace as she did.

"But what if that girl is still there when they arrive?" Hitomi asked, doing her best to keep up and not drop Madoka. She seemed to be afraid of even saying Anzu's name.

"Then she'll be there when they arrive."

"What if she–"

Homura glared back at her. "No. More. Talking."

Hitomi gave Homura a whimpering look, but at least shut up. Good. She could keep carrying Madoka while Homura collected her thoughts. This evening had turned into an absolute fiasco, and she needed to sort some things out and figure out how to proceed. Had it only been hours earlier that she and Madoka were kissing in that plaza? It felt like weeks had passed since then.

Homura's frustration wasn't with Hitomi, not exactly. It was with herself. Everything that had transpired was her fault. Homura had grown complacent, and she had underestimated Kyubey. She wasted so much time playing around that she got full of herself and thought she could handle any problem that arose simply because she already knew what most likely would happen. Well, now she was so far into uncharted territory that she couldn't see any familiar land behind her.

She needed to do better, starting immediately. She would need to keep a much closer eye on Madoka. Kyubey had succeeded in tricking one girl into contracting and definitely wouldn't give up on Madoka or Sayaka for that matter.

_And once they know that Hitomi's a magical girl…she'll tell them about the wish. Damn it. How will I explain things to them? What will Madoka think?_

Homura's stomach twisted at the thought of Madoka being angry with her. It was for Madoka's sake Homura did what she did, but would Madoka see things that way?

Homura also cursed herself for not recognizing the threat that Anzu Anzai presented sooner. She should have noticed right away that something was off about her. Anomalies were never good things. That mistake could have been fatal to Madoka. A hostile magical girl, especially one that was willing to steal soul gems, was more dangerous than almost any witch.

 _I should have just let her and Kyouko Sakura fight yesterday. It would have been messy, but at least part of this could have been avoided._ _There was bad blood between them already, so why_ _did Anzu come after me instead of her? Was she afraid to start a fight with three other magical girls around? But she was willing to attack in the warehouse when Hitomi and I outnumbered her. I don't get it, but trying to understand her thought process is probably an exercise in futility anyway. She's not stable, and that makes her even worse to deal with._

Granted, it wasn't as though most magical girls were pictures of stability anyway.

To defeat Anzu, Homura needed to know how her magic worked. The only ways to do that were to fight her or seek out the one source that could provided that information. Homura sighed and looked up into the night sky. Neither was a great option, but she knew which one she'd have to take.

She turned back to Hitomi. "There's a park up ahead. We'll rest there until Madoka wakes up."

Hitomi nodded and said nothing. As they stepped through the park gates, a fire truck and a police car sped by, their lights flashing and their sirens screaming. Were they on the way to the warehouse? Probably. Homura had started a doozy of a fire, and the emergency crews probably didn't want it spreading to the rest of the industrial district.

At this time of night, nobody else was in the park. Their only company was the moths fluttering around the street lamps. Hitomi laid Madoka gently down on a bench. Homura transformed back, held her soul gem over Madoka, and it glowed with a soft purple. That would undo any damage the witch or the toxic gasses in the warehouse had done. Homura didn't think Madoka had suffered any great harm, but it was better to be safe than sorry.

"Will Madoka be okay?" Hitomi asked timidly. She transformed back as well and slid a little ring on to her finger.

"She'll be fine a few moments," Homura said.

"I'm glad to hear it," Hitomi said. "And thank you for showing up tonight. I don't think I could have dealt with that other magical girl on my own."

"No," Homura said. "You couldn't have. She would have killed you."

_Or worse._

"That's…very harsh," Hitomi said. "Both your response and what you say she'd have done."

"It's all true, and I won't sugarcoat matters."

"You seem very different all of a sudden," Hitomi said. "I haven't seen this side of you."

"Circumstances have changed," Homura said.

"All because I'm a magical girl now?"

"Yes. And you're going to have to deal with the fallout."

"That's not a problem," Hitomi said. She straightened up to her full height, almost a head taller than Homura. "I can help you combat those other magical girls. Not only the one who confronted us at the warehouse tonight but the other two we encountered yesterday as well."

"No. You can't."

"But…I can fight too," Hitomi said. Her shoulders slumped, and her eyes looked downward. "I defeated the witch. That counts for something, right?"

_If she doesn't adjust quickly, she'll become a witch herself in a matter of days. That is if Anzu Anzai doesn't attack her and run off with her soul gem first._

"There are worse things you'll have to contend with than witches," Homura said. "That should be obvious to you after tonight."

Hitomi trembled a little. "You're…you're scaring me, Akemi-san."

"Good. You should be scared."

_Hopefully, the encounter with Anzu put some fear into her. Maybe she won't take being a magical girl so lightly. At least something will have come from this evening, then. I don't know if I should give her a chance, though. There's so much right now that I don't know. I'm stumbling in the dark again._

"But…you're only frightening me because you want to make me tougher, right?" Hitomi asked. "So that I can be as strong as you and work alongside you?"

"I can't be your comrade or mentor," Homura said. "Nor can any of the other magical girls you've met."

"I didn't think you'd react like this." Hitomi looked as though she might cry. "What am I going to do then?"

They stared at each other in silence once again. Homura felt bad for taking her frustration out on Hitomi – who clearly wasn't used to people treating her like that – but at the same time, she couldn't help it.

Madoka moaned. Homura sat down on the bench on one side of her, and Hitomi sat down on the other. Madoka's eyes fluttered open, and she rubbed her head. She looked around.

"Where…" She saw Homura and smiled. "Homura-chan!"

"Hello," Homura said. "How are you feeling?"

"A little woozy, but I'm otherwise good."

"I'm glad you're okay," Hitomi said. "I was worried after what happened."

Madoka's eyes lit up. "Oh, Hitomi!"

"Hello, Madoka." Hitomi smiled at her.

Madoka turned back to Homura. "Guess what, Homura-chan! Hitomi became a magical girl, just like you!"

"I'm aware," said Homura.

"That's wonderful, though, right? Now she can help you with witches and those other magical girls."

Madoka beamed at her, pleased with this turn of events. Hitomi looked up hopefully at Homura.

Homura's eyes darted between them. She felt cornered, unable to outright deny Hitomi in front of Madoka. "Perhaps."

"I'm glad you won't have to handle everything by yourself, Homura-chan," Madoka said.

"One girl shouldn't have to carry so many burdens on her own," Hitomi added.

Homura looked back at them. They clearly expected a reply, but Homura couldn't say anything. She couldn't find it in herself to shoot down what they were saying any more than she could play to their enthusiasm. She was mentally exhausted from the day's events. She wanted to simply lie down and rest, but there were still tasks in front of her. She sighed and rubbed her temples.

"Are you alright, Homura-chan?" Madoka asked, taking Homura's hand and squeezing it.

_Pathetic. Madoka was the one hurt in a witch attack. She's the one who nearly died. And she's asking me about my well-being. I should know better than to show any weakness in front of her._

"I'm fine," Homura said. "How did you end up in that witch's labyrinth?"

"I ran into Hitomi on my way home," Madoka said. "That's when she gave me the good news. She said she was going to fight a witch, just like you did. So, I decided to tag along."

Homura shook her head. "You shouldn't have. We talked about all this. Remember?"

"Yes," Madoka said. "But since Hitomi had become a magical girl too, I figured I would be okay if I were with her."

"It's still not safe."

"Akemi-san is right," Hitomi said. "You need to be careful."

_Finally, some sense from her._

"Okay, I'll keep that in mind," Madoka said. "We ended up at that warehouse. All those bodies were there. All those people, Homura-chan…" Her eyes started tearing up.

"Yes, I saw it too," Homura said. "It was awful. But at least the witch won't harm anyone else. I'm assuming you followed Hitomi into its labyrinth?"

"Yes, we went in, and everything went strange," Madoka said. "But it was different from when I went up that tower with you."

"Witches' labyrinths vary," Homura said.

"I'll say! This one had a bunch of television screens…and you appeared on them, Homura-chan."

"The witch saw me in your mind," Homura said. She had only ever fought that particular witch a handful of times. In practically every timeline, Sayaka Miki or Mami Tomoe killed it. Or, in this one, Hitomi Shizuki.

"It was scary," Madoka said. "Hitomi started fighting it, and I ran."

"I suppose there wasn't much else you could do," Homura said. In the course of fleeing, one of the witch's minions might have caught her. Of course, sticking around was risky as well. In the end, she really just shouldn't have inside the labyrinth at all.

"I don't remember what happened next," Madoka said. "I think I passed out then."

"I defeated the witch," Hitomi said. "There were troubles afterward, but thankfully Akemi-san arrived before things could turn disastrous and saved us both."

"Oh, then thank you again, Homura-chan! We're so lucky that you're here." Madoka smiled so widely at her that Homura's heart nearly broke into two.

Homura stared down at the ground. She just couldn't handle all this right now. Hitomi might have been coming around some, but Madoka still had the wrong idea about everything. And everything Homura did only made things worse.

Madoka reached out and placed a hand on her shoulder. "Homura-chan?"

"Akemi-san," Hitomi said tentatively. "Are you upset?"

_Enough of this. I need to pull myself together and deal with the problems I've created._

"I'm not upset," Homura said, looking up at them. It was the truth. She was too tired to be upset. Standing up, she added, "If you're well enough to walk, Madoka, we need to be going." Part of her still worried that Anzu would chase after them.

_Hopefully, she hasn't yet recovered from burning to a crisp._

They walked in silence back to Madoka's house. Homura wanted to make sure she arrived there safely without encountering Kyubey or any other magical girls along the way. It occurred to her that if Anzu decided that Madoka was a threat as a potential magical girl, she might kill her so that she couldn't make a contract with Kyubey. It was twisted logic, but it seemed like the kind of thing someone like Anzu might think.

_Another reason to get rid of Anzu, as if I needed more._

When Madoka was safely inside her house, Hitomi turned to Homura. "What happens now, Akemi-san?"

"Just go home," Homura told her. "You and I will work something out tomorrow after I've had more time to think about all this. In the meantime, I have something I need to do."

"What?" Hitomi asked.

Homura looked off at the towering skyscrapers in the distance. "I have to get some information from someone."

* * *

Homura made her way down the apartment building walkway and stopped in front of the unit she was looking for. She knew that its occupant was home and still up. She had seen the light in the apartment window from the street. Homura paused in front of the door and looked at the little nameplate next to it.

_Mami Tomoe._

Homura had been to this apartment many, many times before. It was here that she had first learned about magical girls while having tea and cake with Madoka and Mami Tomoe. That seemed like a lifetime ago, something that had happened to another person.

It always felt strange to return to this place.

She reached out and rang the bell. After a moment, the door swung open, and two faces full of suspicion greeted her. Fair enough. She hadn't expected Mami Tomoe to be pleased to see her. And she wasn't entirely surprised to see that Kyouko Sakura was at Mami Tomoe's apartment.

"Hello," Homura said.

Kyouko scowled at her. "You."

Homura nodded. "Me."

"What do you want? If you came here looking for a fight, we can give ya one." Kyouko Sakura was as blunt and uncouth as ever.

_But she said 'we.' It really is 'we' in this timeline. She and Mami Tomoe are closer than ever._

"I didn't come here to fight either of you," Homura said.

"Then why are you here, Akemi-san?" Mami Tomoe asked. "I thought I had indicated that we wanted nothing to do with you. Explain yourself or kindly leave. I'm in no mood to deal with you right now."

_At least I can count on Mami Tomoe to be more levelheaded than Kyouko most of the time. And now she plays the good magical girl to Kyouko's bad. What a pair these two make._

"I came to speak with Kyubey," Homura said. "Is he here? Can you send him out?"

"What, and allow you to attack him again? I don't think so."

"I promise you that I will not harm him. I'll only talk with him, nothing more."

Mami frowned at her. "What makes you think we'd trust you?"

"Let's hear Homura Akemi out," a voice behind Mami said. Kyubey walked out of the apartment, stepping between Mami and Kyouko as it did. "I'm curious about what she has to say."

"Very well," Mami said. She folded her arms in front of her. "Kyubey is here now, as you can see. Talk."

Homura shook her head. "Just him and me."

"No. You'll talk with him while we're present, or you'll turn around and depart the way you came."

_This isn't going well._

"It's okay, Mami," Kyubey said, looking up at her. "You and Kyouko can head back inside. If Homura Akemi wants us to speak alone, then I'll oblige her."

Mami raised an eyebrow at Kyubey. "Is that safe?"

"I don't think she'll try anything with you two so close by," Kyubey said. "And if she does, I'll call for help."

"She had best not." Mami gave Homura a hard look. "This is not a night you want to try me on."

Homura nodded. "I understand."

_Something's got her very agitated. Does seeing me bother her that much? Or did she and Kyouko Sakura have a spat? If they did, I suppose they briefly set aside their differences to focus their anger on me. Or is something else going on? Maybe we've all had a rough evening._

It troubled Homura a little, but whatever it was, she would have to worry about it later. She could only deal with so many issues at once.

Mami Tomoe stepped back into the apartment. Kyouko Sakura, however, remained and glared at Homura. "You better keep your word and not give me and Mami a reason to step back out here."

Homura remained silent and stared back at Kyouko. She had already run into one hostile magical girl tonight. She didn't need another coming at her, so the last thing she wanted to do was to hand Kyouko an excuse to attack her.

"I'm sure she won't, Kyouko," Kyubey said. "I think she's learned her lesson since the last time she tried anything against me."

"Humph." Kyouko stepped back into the apartment as well. The door closed, and Kyubey sat on its haunches and patiently waited for Homura to begin.

Homura looked down at Kyubey. She hated that it had come to this. But she couldn't waste a lot of time figuring things out. Anzu was a piece that needed to be removed from the board sooner rather than later.

"I'll get right to the point," Homura said. "Anzu Anzai. What kind of magic does she use?"

"You're here about her?" Kyubey asked. "That's interesting and unexpected."

"I don't care what you think. Just tell me what I want to know."

"You could simply ask her yourself."

"I doubt she'd be willing to share," Homura said.

"Did you two get into a fight? Is that why you've come to me about her?"

Homura said nothing and stared blankly at Kyubey. This thing had an annoying habit of asking questions it already knew the answer to. That never varied across different timelines.

"I thought so," Kyubey said. "Anzu has never gotten along with other magical girls very well."

"Don't give me that," Homura said. "You're well aware of what she's done."

"Am I?"

"Don't play dumb. She couldn't have stolen those other magical girls' soul gems without you knowing about it."

"Ah, that," Kyubey said. "Yes. Now I know you what you're referring to."

"What happened in Kyoto?" Homura asked. "Did Anzu snatch those girls' soul gems when they weren't looking? Or did she take them by force?"

"She fought both of them," Kyubey said. "At the same, mind you. And she handily won as well."

The smug tone of Kyubey's voice made Homura's skin crawl. "Why did she take their soul gems after she beat them?"

"Who knows? I can't figure out why Anzu does almost anything she does. Humans are a real mystery to me sometimes."

"What happened to those girls is as much your fault as it is hers."

"Me? How am I responsible for Anzu's actions? That's an odd way to apportion blame, pinning it on an uninvolved third party. I don't get it."

"I doubt you did anything to stop them from fighting."

"I can't directly intervene in conflicts between magical girls," Kyubey said.

"Of course you can't," Homura muttered.

_But you can egg them on. I would bet a lot of money that it's somehow your fault that Anzu and those other girls ended up fighting each other._

"Don't worry, Homura Akemi," Kyubey said. "If it comes to fighting again, you're not alone. There are other magical girls who could support you."

"Like Hitomi Shizuki?" Homura asked. "What's happened to her is something else you're responsible for."

"What do you mean? Nothing's happened to her."

"Except that she's become a magical girl."

"Yes. I offered her the same contract I offer any other potential magical girl," Kyubey said.

"With the same terms."

"Exactly." Kyubey paused. "It's strange. Her karmic destiny seemed weak, almost nonexistent. Yet, during the course of this afternoon, it grew much stronger and more focused. Why do you think that is, Homura Akemi?"

"Enough tangents," Homura said. She refused to play this game. "I didn't come here to debate with you or answer your leading questions. I'm here because–"

"Yes, yes," Kyubey said. "You want to know about Anzu's magic. I've already told you a lot. Why should I share anything else with you?"

"Because if you don't, I'll march into that apartment and tell Mami Tomoe and Kyouko Sakura the truth about souls gems and where witches come from. And when I'm done, I'll find Hitomi Shizuki, tell her the same thing, and make it clear exactly what you tricked her into agreeing to today. Maybe I'll even inform Anzu Anzai herself. I'll tell everyone. And no other girl in this city will make a contract with you, no matter how desperate she might be."

That was all a bluff, of course. For starters, Homura could never tell Mami Tomoe of the true nature of magical girls and witches. She'd have a complete mental breakdown, and Homura needed her alive and well if she was going to help fight Walpurgisnacht. It was unlikely Kyouko would believe her. Anzu would probably just attack her on sight. And Homura had no idea how Hitomi would react.

But Kyubey didn't know any of that, and so Homura used it to her advantage.

"Trick? I never tricked anybody." Kyubey cocked its head. "And I'm very curious as to how you found all that out, Homura Akemi."

"It doesn't matter. What matters is that I know, and everyone will listen to me. Believe me when I tell you that I can make a lot of trouble for you, even more than I already have." More bluffs. It was a good thing Homura had a decent poker face. "Now, are you going to answer my question or not?"

"You humans can be very conniving sometimes. Fine. I suppose this is for the best. Anzu Anzai's magic is a basic illusion. Nothing more."

"Illusions. So, she creates images of herself?"

"Correct. Anzu can make you see her how she wants you to see her."

"But the images she creates aren't tangible."

"No, they're not. As you humans would put it, she plays a trick on your eyes and ears."

That explained why Homura's bullets had simply gone through her. She had been firing at an illusion while the real Anzu probably watched from nearby. But why hadn't Homura seen her, then? There had been only one Anzu in the warehouse. Then Homura remembered the vanishing act she had pulled at the Mitakihara hospital.

"Can she make herself invisible?" Homura asked.

"No, not absolutely invisible. Whoever she uses her magic on is charmed so that they can't see her, but others might still be able to."

"And she can strike while her opponent is unaware."

"Yes, but as soon as she touches you, you'll see her."

"Can she use it on multiple people at once?" Homura asked.

"She can," Kyubey said.

"Can her illusions attack?"

"No, they can't. There are limits to what Anzu can do, just like any other magical girl."

Homura thought about this. It was an annoying ability. And if Anzu had beaten two other magical girls, then she was more than adept at using it. Stopping time and attacking her was no good if Homura couldn't find her. At the same time, Anzu wasn't invincible, and her magic wasn't an insurmountable obstacle. Plus, there were two ways for any magical girl to die, and she was still susceptible to both of them. It would be quicker just to destroy her soul gem, but if she turned into a witch, that would suffice as well. Homura could take on almost any witch and win.

_When I saw her yesterday at the hospital, was that the real her? She picked up the grief seed, after all. Or was that another image she conjured up? She sent her illusion to the warehouse first tonight. Was she preparing for a fight all along?_

"Can she create other kinds of illusions besides herself?" Homura asked. She wondered what other tricks Anzu had up her sleeve.

"If she can, I've never seen her do it," Kyubey said. "I suppose she sticks with what's worked for her in the past."

"You're awfully chatty now, especially considering you didn't want to share in the first place."

"You left me little choice, Homura Akemi."

"Humph." Homura pointed at the apartment door. "What's got Mami Tomoe so irritated?"

"Other than your unannounced visit, you mean?" Kyubey asked.

"Yes. Other than that."

"She and Kyouko are dealing with a problem of their own."

"Anzu?"

"No."

"Then what?"

"I'm not at liberty to say. If you want to know more, you should ask them and not me."

_I doubt they'd be any more forthcoming than Anzu._

Homura again wondered just what exactly had happened. Had Mami and Kyouko gotten into an argument, just like Homura had thought? If so, that was bad. She felt that those two getting along could only be a good thing. She wondered if there was any way she could intervene, but then remembered that neither of them liked her or trusted her in this timeline. That wouldn't welcome any input from her.

Kyubey stood up. "Is there anything else, Homura Akemi?"

"Yes," Homura said. "One more question: Where is Anzu hiding?"

"What do you mean? She's not hiding anywhere."

Homura suppressed her annoyance. Had she ever enjoyed conversing with this wretched little beast? She thought back to before she had learned the truth about witches. She had followed Madoka and Mami Tomoe around and had often carried Kyubey herself. She had thought of it as an adorable and cuddly creature that helped magical girls, fooled by its cute appearance and wish-granting ability just as so many other girls had been. She recalled the two of them chit-chatting a few times, but only ever about magical girls and witches.

_I can't imagine what conversations between this thing and Anzu are like._

"Anzu isn't from Mitakihara," Homura said. "She's from Kyoto. She's obviously staying somewhere while she's here. Someone's house? A random alley? Where?"

"At a hotel in this city."

"What hotel?"

"It's a tall white building downtown," Kyubey answered. "It's a very fancy one and has a bright blue awning out front."

Homura knew which one. It was the same one that Kyouko Sakura had stayed at sometimes in other timelines. Homura remembered one time when she had taken Sayaka Miki to that hotel when Sayaka had been at her lowest point. Kyouko's solution to Sayaka's troubles was to feed as her as much food as possible. When Homura had arrived, Sayaka was throwing up in the bathroom. It hadn't prevented Sayaka from turning into a witch, but it had delayed it by a day. Homura didn't consider that a viable strategy, however.

How strange that Anzu would be staying there now. But that was fine. It made things easier. Homura could corner her there and end her.

"I know what hotel you're talking about," Homura said. "And you've told me enough. I have work to do." She turned to leave, but Kyubey called after her.

"Homura Akemi, wait."

Homura turned sharply.

"What?" She had no desire to continue talking with this creature.

"If I might offer you some advice–"

"Why would you offer me that?"

"Part of my job is advising magical girls," Kyubey said. "Even if they are belligerent and antagonistic at times."

Homura frowned. She didn't appreciate Kyubey insulting her but figured she'd listen to its suggestion. "Fine. Make it quick."

"If you're planning on fighting Anzu again, and I think you are, you could request your friend Madoka Kaname's assistance. If she made a contract with me, she'd be powerful enough that no other magical girl would have a chance against her, including Anzu."

"No." Homura would never allow that.

"In that case, perhaps you should ask Mami and Kyouko to come and help you instead."

Homura considered that idea. Having either Mami Tomoe or Kyouko Sakura alongside her would make going up against Anzu much quicker and simpler. Given how close Mami and Kyouko were in this timeline, having one would likely mean having the other as well, assuming, of course, that Homura could convince them to unite with her in the first place. It was unlikely Anzu could prevail against both of them plus Homura.

_Mami Tomoe would no doubt figure out a way to trounce Anzu. She's good at analyzing fights and working out tactics to beat opponents. Of course, she can also summon nearly unlimited amounts of magical firepower. That helps._

On the other hand, there were still too many uncertainties, and that was where the risk came in. If this girl suddenly witched out in front of Mami Tomoe, an absolute disaster would result. Homura had seen the consequences of Mami Tomoe discovering the relationship between magical girls and witches far too often, and didn't need to deal with her attempting yet another murder-suicide. It occurred to Homura that she could warn Mami and Kyouko just how dangerous Anzu was, but give that they'd had run-ins with her, they were probably aware.

Plus, if they were already dealing with an unrelated problem, it was unlikely they would want to add another one on top of it, nor would they be eager to help Homura go after another magical girl.

And though Kyubey hadn't brought up Hitomi Shizuki again, asking her was out of the question as well. There were too many unknowns about her as a magical girl, and the few known variables didn't work in her favor. She was new and weak, whereas Anzu was experienced not only as a magical girl in general but also at fighting other magical girls and winning. She was unstable and bloodthirsty as well, a bad combination for a rookie magical girl to face.

Why was Kyubey proposing all this anyway? It had to have an ulterior motive. Homura didn't trust it.

"No," Homura finally said. "I'll deal with Anzu Anzai myself."

"And by 'deal with,' you mean you're going to kill her."

"Yes."

"Wouldn't that make you the same as she is, a magical girl who kills magical girls?"

Homura narrowed her eyes. "Don't you dare suggest anything like that. There's a world of difference between her and me, not that I would expect you to understand, _thing_."

With that, she turned and walked away again without looking back.

**Notes for the Chapter:**

> Hitomi's staff is meant to resemble the Rod of Asclepius from Greek mythology, a common symbol in medicine. Also, someone asked about this in a review, so I thought I'd clarify: Elements of Anzu's design (the knife, the lantern, and the hood) come from the Tonberry monster from the Final Fantasy series.


	15. Whispers

The Nise headquarters building loomed across the street, its red brick siding bright even at night. Few lights shined in its windows. Mami figured that, by this hour, only emergency lighting would be on, and the building would be as deserted as the streets around it.

"There it is," Mami said. "Just like Ozaki showed me earlier today."

"Y'know, you don't have to do this, Mami," Kyouko said. "I could take care of it myself. And then you won't have to have it on your conscience."

Mami shook her head. "This is as much my problem as it is yours. And it's my fault things have gone this way."

Kyouko reached over and flicked her hard on the forehead. "Would you stop that, you big dummy? We've been over this. It's not your fault. It's not my fault, either. It's that Ozaki lady's fault. She's a rotten egg."

"Ow," Mami said, rubbing the spot Kyouko had flicked, half-wondering if she now sported a mark. "That hurt, Kyouko."

"Then don't make me do it again."

Mami sighed. "I'm sorry. I just can't help but feel guilty."

"Here's a joke: a guy visits a doctor and says, 'Hey, Doc, it hurts when I do this.' The doctor says 'Well, don't do that, then.'"

Mami chuckled. "That's cute."

"Yeah, but as much I like seeing you smile, Mami, I didn't share it just to make you laugh." Kyouko poked Mami in the chest. "You want to stop feeling guilty for no reason? Then stop feeling guilty."

"If only it were that easy."

"Nobody said it's easy. But some things you just have to do. You know?"

"Yes, you're right. And I'll try."

"Good. It's annoying anyway. And I'm annoyed enough as it is."

Mami smiled at her. "You're so strong, Kyouko. Much stronger than I am when you get down to it."

"You're no slouch yourself, Mami," Kyouko said.

"Thank you. That's kind of you to say."

"I mean it," Kyouko said. "I didn't just say it to be nice."

"Oh?"

"Yeah. You've got a different kind of strength. If I had been me in that car today, Ozaki probably wouldn't be breathing right now." She paused. "As it is, she might not be breathing after the next time we meet."

When Mami had first arrived back home earlier that day and told Kyouko about her meeting with Ozaki, Kyouko had reacted much more calmly than Mami had anticipated. Of course, her first suggestion had been to simply storm Sagawa Real Estate, trash everything, and "turn that gross woman into a smear on the wall." Kyouko insisted that if they were going down, they'd take Ozaki with them.

Mami, still somewhat distraught and shaken, had nonetheless managed to talk her out of that destructive idea. She pointed out to Kyouko that they couldn't do anything rash – that was what had gotten them into this predicament in the first place. They had spent the entire evening talking things over and tossing out solutions until they decided that the simplest way would be to go along with Ozaki's demand for now. If nothing else, they could string her along for a bit, and once they had the data that she and the Yakuza boss wanted, they'd be able to work something out.

_Of course, smashing her face in, as Kyouko would put it, is still an option. I wouldn't entirely mind doing it myself. That woman needs to pay. Not just her, but all her gangster friends too._

They needed to resolve this issue permanently, somehow. And soon. Another problem loomed on the horizon, one that promised to be almost as bad. Or perhaps worse. Mami wasn't sure.

"Don't worry," Mami said. "Ozaki will get what's coming to her, one way or another. We've agreed on that. And once she's out of the picture, we can move on to Homura Akemi and Anzu Anzai."

Kyouko crinkled her lip. "Ugh, those two. I can't believe they might be plotting together right now as we speak."

Mami thought back to the conversation they'd had earlier in the evening before they set out for the Nise headquarters. Homura Akemi had paid them an unexpected visit, and her reason for doing so had been even more surprising – she had come seeking out Kyubey. They waited patiently inside for a few moments until the bell rang again. This time, there was only Kyubey, who followed them back into the apartment.

"What did Homura Akemi want to talk to you about?" Kyouko immediately asked Kyubey.

"She asked me where to find Anzu Anzai," Kyubey said, hopping back up on to the table where Mami and Kyouko sat down across from each other.

"Huh?"

"How odd," Mami said. "Did they know each other before yesterday?"

"I believe that was the first time they met," Kyubey said.

"There are only two reasons Homura Akemi would be looking for Anzu," Kyouko said. "Either she's planning on fighting her, or she's looking to join forces with her."

"Would they work together?" Mami asked. Homura Akemi and Anzu Anzai seemed too different to get along, but then, Mami and Kyouko were pretty dissimilar themselves.

_It's not the same with us, however. At least, I'm fairly confident it isn't. I don't know what all of Kyouko's feelings are, but I think they mirror mine to some extent. If things weren't so complicated, we could focus on that. That'll have to wait, however._

"I suppose that's not entirely impossible," Kyubey said.

"Seems pretty unlikely, though," Kyouko said. "You said Anzu doesn't get along with anyone."

"She doesn't," Kyubey said. "But things are pretty tense between all you magical girls at the moment. She might reconsider her stance now that she has seen how many magical girls are in Mitakihara, and if Homura Akemi were to offer, there's no guarantee that Anzu would turn her down."

"I see," Mami said. "Perhaps they've decided they're better off with each other than alone."

"With each other?" Kyouko asked. "Or _with_ each other?"

Mami frowned at her. "Not like that, Kyouko."

Kyouko smirked. "It's a funny image, you gotta admit."

"Yes, it's absolutely hilarious," Mami said flatly, more concerned if Homura Akemi and Anzu Anzai were friends or enemies than if they were canoodling or not. "Now, would you please take this matter seriously?"

"I suggested to Homura Akemi that she consider teaming up with you two," Kyubey said. "But, she rejected that idea."

"I'm not surprised," Mami said. "I offered the same thing to her the first time we ever talked. And she turned me down then too."

"I don't think she likes us," Kyouko said. "Not that I'm really upset about that."

"One can't be universally popular, I suppose," Mami said. "I guess she hasn't changed her mind and still intends to claim Mitakihara for herself. And if she's planning to fight us for such, then it follows that she'd seek out an ally."

"Especially since I don't think Anzu intends to stay in Mitakihara permanently," Kyubey said.

"In that case, Anzai-san would be more like a mercenary," Mami said. "Akemi-san might see having 'hired' help as better than trying her luck against us on her own."

"Actually," Kyubey said. "Homura Akemi isn't alone anymore."

Mami peered intently at Kyubey. "What? What do you mean?"

"One of her friends made a contract today," Kyubey said.

"What?!"

"Why didn't you tell us earlier?" Kyouko demanded.

"You didn't ask," Kyubey said.

Kyouko muttered something under her breath. Fortunately, Kyubey was no doubt used to ignoring such remarks from her. Mami was also a little annoyed that Kyubey hadn't shared this with them until now, but the expanding problem of Homura Akemi concerned her more.

"Akemi-san was against those girls making contracts," Mami said. She thought back to the girls she had seen Homura Akemi eating lunch with. Which one had contracted? "She told me so herself. I wonder what caused her to change her mind and allow it."

"Well, her friend is now firmly on her side by now," Kyubey said. "Homura Akemi has certainly had more than enough time to win her over."

Mami and Kyouko exchanged a look.

"The rats are trying to even their odds against the cats," Kyouko said. She pointed at herself, then at Mami. "We're the cats, Mami."

"Yes, I understood your metaphor," Mami said. She sighed. "If they all join up, they'll outnumber us. Should we take a more proactive approach? Perhaps try and reach out to Anzai-san first?"

Kyouko crinkled her lip. " _Her?_ Uh-uh. Absolutely not. I can't believe you'd even consider that."

"What do you think we should do, Kyouko?"

"Show 'em all who's boss," Kyouko said, slapping a fist against her palm. "Homura Akemi, Anzu Anzai, and this new girl. You know we can, Mami."

"A straightforward solution," Kyubey commented.

"But," Kyouko added. "We deal with Ozaki and her gangster buddies first."

Mami smiled at her. Kyouko was very much the girl with the hammer who saw every problem as a nail and would simply bludgeon her way through every obstacle in front of her. Mami couldn't deny that she usually succeeded.

And now, an hour after that conversation, they had arrived at the building Ozaki had taken Mami by earlier. The idea of Homura Akemi and Anzu Anzai working together along with this new magical girl had spurred them into action. They couldn't afford to dilly-dally.

Mami looked over at Kyouko. "I don't really want to give up Mitakihara to them. It's my home."

"Yeah, I know it's not exactly my home," Kyouko said. "But I don't want to either. This place just wouldn't be the same without you as the resident magical girl, Mami."

"Kyouko…"

Kyouko grinned at her. "We stick together, and we'll make it through, right?"

Mami nodded back. Kyouko had a way of making everything right as rain. "Yes. To that end, let's see what we can do about getting this data so that we have a bargaining chip to use against Ozaki. When I call her tomorrow, I'll be able to tell her that we already have what she wants. After that, we'll figure out what the best move against her is."

"And by coming here so late," Kyouko continued. "We don't have to fight anyone."

"She never said that part was required."

"Then let's get moving."

They figured the front door of the Nise Headquarters would be locked at this time of night. They made their way around to the side of the building, where Kyouko cut through one of the windows with her spear.

 _I'm breaking and entering_ , Mami mused as she watched Kyouko slice a hole in the glass. _And then I'm on my way to steal corporate secrets in the bargain. Well, at least it's criminals I'm robbing. That softens the blow._

Magical girls didn't normally use their powers for these sorts of things. But these were unusual circumstances. And there was something else as well.

"Kyouko," Mami said. "Do you recall what I said to you at the Sagawa Real Estate office before we confronted Ozaki?"

Kyouko flicked her wrist, and her spear retracted into her soul gem. "Uh…let me see. Kyouko, stop being so loud?"

Mami chuckled. "Yes, I did say something to that effect. But afterward, remember how I told you that I promised I'd help you resolve the matter with your church, no matter what was required of me?"

"Oh, yeah. You did say that."

"That promise still stands," Mami said. "Whatever it takes, Kyouko…"

"I know, Mami." Kyouko smiled at her. "The same goes for you. No matter what, I won't let them kick you out of your home."

"Thank you."

"Besides, it's practically become our home at this point."

"It has, hasn't it?"

Talking with Kyouko made everything better. As upset as Mami had been, Kyouko had calmed her down. And in turn, Mami had prevented Kyouko from charging ahead without looking. They supported each other so well now. Kyubey had been correct – they did work better together than they had before. And their synergy wasn't limited to battling witches. There was a connection between that they didn't have the first time they had worked together, a deeper one. Mami felt it, and surely Kyouko did too.

_I'm not sure what we'd do without each other._

They climbed in through the window Kyouko had cut open and found themselves in a meeting room with a large table in the center. As Mami's eyes adjusted, the first thing she saw was a man in a suit lying in a heap on the floor. On the other side of the room, another man slumped facedown over the table. Mami went to check on one man, and Kyouko went to the other. Mami turned the man over but immediately saw that he wasn't alive. There was a dry pool of blood under him, and gunshot wounds spotted his chest.

"Uh, Mami?" Kyouko called. "This guy's not knocked out. He's dead."

"So is this one," Mami replied. She pointed. "Look at the bullet holes in the walls. They shot each other."

Mami sighed. She had seen death and other horrible things before – that came with the territory of being a magical girl – but they had a way of depressing her all the same. She could never get used to it all. And this wasn't the first thing she had expected to find in the Nise headquarters. She thought she heard some strange noise – a whisper or the gentle sigh of a breeze – and looked around. But Kyouko spoke up first before she could ruminate on it.

"You think they got in a fight?" Kyouko asked.

"I'd say so," Mami said. "Was it an attack by a rival gang?"

"Maybe. It could have been a power struggle. Does that actually happen outside of movies and TV shows?"

"I don't know," Mami said. "But it's awful either way."

"It is," Kyouko said. "But…these are criminals, right? I guess it's not completely surprising we'd find something like this."

"No, I suppose not." It still made Mami uncomfortable, though.

_This building should be deserted and not contain corpses._

"Well, we can't worry about that right now," Kyouko said. "Let's head upstairs and find the server room. If anyone tries to stop us…well, we can knock them out or something."

Mami nodded. "Right."

Kyouko displayed yet another of her strengths. Even in the face of terrible circumstances, she could keep going. Mami admired her for that. Kyouko forced open the meeting room door and pointed out the nearby entry to the stairs.

They headed into the stairwell and began making their way upward. Mami thought she heard some soft whispering again, but decided it was merely her imagination. On the landing of the second floor, they found another pair of corpses, two men in suits just like on the first floor. They each had knives in their hands, and it looked as though they fought to the death as well.

"Mami," Kyouko said. "I don't like this."

"Nor do I," Mami said. "It's unsettling. Two pairs of dead bodies?"

"I'm starting to think we're the only ones alive in this building."

"I suspect you're right. Was this a setup after all?"

"You mean, the cops show up and find a building with dead bodies while we're inside?" Kyouko asked. "And then they try to arrest us? No, I don't think that's it."

"Why not?"

"For one thing, I doubt Ozaki's goons would've had enough time to do all this," Kyouko said. "You said everything looked normal when she drove you by here this afternoon, right?"

Mami nodded.

"She wouldn't have been able to signal anyone to do something like this so quickly," Kyouko said. "She didn't even know we'd go ahead and come here tonight. She expected you to give her a response tomorrow. And we might have flat-out refused."

"Correct."

"Of course," Kyouko said. "She might have figured we'd go tomorrow and thus wanted to get everything set up as soon as possible. Seems like a big risk though."

"I suppose we won't know until we confront her again," Mami said. "But if she and her people are responsible for the deaths here as well…"

"Then that's something else to add to their tab," Kyouko finished. "Let's double-time it. I don't want to stay here any longer than we need to."

"Agreed."

Mami and Kyouko hurried up the stairs. They figured that the easiest way to locate the server room was to start on the top floor of the building and then work their way down until they found it. They lucked out. As they searched the fourth-floor hallways, they heard some heavy humming emanating from behind one door. It was locked, but Mami was able to conjure up a rifle to blow the lock apart. Thankfully, no alarms sounded.

They stepped into a large cold room with rows of servers on racks full of blinking lights. Fans whirred and hummed all around them. After the dimness of the building, the bright light of the server room shocked Mami's eyes.

"Where do we use this?" Mami asked, pulling the USB stick from her pocket.

"No idea," Kyouko said. "This isn't really my thing." She pointed to the largest machine in the middle. "Maybe that one?"

"Let's see." Mami inserted the USB stick into a port on the machine. A little red light on it started blinking. Mami hoped it wouldn't take long.

"I guess it's working," Kyouko said. She stepped over to a small desk with several monitors on it. Playing with the keyboard on it, she said, "Hey, Mami. Looks like they've got security feeds here. Maybe we can see what went on before we arrived."

"Good idea."

"Plus," Kyouko said, as she wiggled the mouse around. "Maybe I can even get rid of any security footage that shows us here. That caused some of our trouble with Ozaki, right?"

"It did," Mami said. "Do you know how to do that?" She had never pictured Kyouko as any sort of computer expert. Granted, she was hardly one herself.

"Of course," Kyouko said, waving her hand. "When we're all done, we just smash the equipment over here."

Mami chuckled. What a Kyouko-like solution that was. She watched some of the security footage from the past few hours. It showed pairs of the people in the building first going about their business – walking around, working at their desks, chatting, and other activities – but then several hours earlier, they all seemed to get into arguments. The arguments clearly became heated and then turned into full-blown violence. Deadly fights broke out all over the building.

"I wonder what happened that made them start fighting," Mami said.

Kyouko shrugged. "I don't know. If they're all part of the same gang, you'd think they'd get along."

_Yes, one would think that. Did someone tip them off that we were coming? Or do something to instigate the conflict here? Perhaps Ozaki? I wonder…_

"Whoa…check this out, Mami," Kyouko said. Mami looked at the screen Kyouko was pointing at. Kyouko had paused the video as it showed the street across from the Nise Headquarters, right where the two of them had been only half an hour earlier. However, the security footage from a few days ago showed someone else standing there: a girl in a purple and white dress with long black hair and a buckler on her left arm.

"Our pal, Homura Akemi," Kyouko said. She scrolled through more of the video files, and a few of them caught brief flickers of Homura Akemi in a few places in the building before she vanished immediately and reappeared elsewhere.

"It _is_ her," Mami said. There was no mistaking the girl in the images. "But why would she come here?"

"To steal more weapons, maybe? Isn't that what she did last time?"

"We still don't know what she does with them, do we?"

Kyouko shrugged. "Nope. Not a clue. How does she get around like that without the cameras picking up her every step? Can she move that quickly? Turn invisible? Teleport?"

"I'm not sure." If Homura Akemi were capable of something like that, then she would no doubt be a formidable foe in a fight. Mami had so many questions and so few answers. Her stomach twisted a little.

"You know, Mami…" Kyouko began.

"What is it, Kyouko?" Mami asked.

"What if you were right, and this _was_ a setup? Not by Ozaki and her goons, but by Homura Akemi?"

"How would she have known that we were coming here, though?"

"I don't know. It's just…" Kyouko shivered. "It feels off. Something's wrong here, but I can't tell what."

Mami nodded. "Yes. I feel that too."

Now Mami thought about it she realized Kyouko was right. And this building wasn't completely silent. She at first thought it was merely the fans in the server room, but now she wasn't so sure. It was as though something was whispering, but not loud enough to be heard. Either that or it was all gibberish.

_Can Kyouko hear that too?_

Mami was about to ask when she noticed that the light on the thumb drive was blinking and had turn green. It had finally finished. She retrieved it and pocketed it.

"We've finished here, so let's leave," Mami said, stepping out of the server room and into the hallway. "You were right earlier: the sooner we leave this place, the better."

"No argument there, Mami," Kyouko said, getting up. She extended her spear from her soul gem once again and smashed the terminal by the desk. Sparks flew, the terminal was reduced to a blackened hunk of twisted metal. All the security video screens turned blank. Their tracks were covered. Kyouko gave Mami a cheesy grin as they stepped back into the hallway.

"Do you know which way we came in?" Kyouko asked.

Mami pointed down one corridor. "It was in this direction, right?"

"Are you sure?" Kyouko asked. She pointed down the opposite corridor. "I think it was this way."

"I can't quite say," Mami said. "Everything in here looks the same. How does anyone find their way in this place?"

"I guess you get used to it." Kyouko held out her hand. "Shoot for it? Whoever wins decides which way we go."

"That's as good a method as any, I suppose." Mami held out her hands as well. "Rock, paper, scissors!"

Kyouko won, so they went in the direction she had suggested. The hallway turned to a different one with several doors along its walls. Mami didn't think any of them led back to the stairs. She was about to suggest they simply climb out of a window when Kyouko stopped and stuck out her hand.

"Hey," Kyouko said. "Do you hear that, Mami?"

"Hear what?"

"Voices," Kyouko said. She pointed at one of the doors. "I think they're coming from in there."

"Are you sure?" Mami asked. "I thought I heard something earlier, but not just now."

"I'm going to check."

Kyouko tried the side door, but it didn't budge.

"This door is stuck," Kyouko said, pushing her shoulder up against it. "I think there's something heavy blocking it. Give me a second, and I'll have it open."

"I'll help you," Mami said. Together, she and Kyouko pushed the door. It resisted but they slowly managed to get it open, feeling something large and heavy on the other side move as they did. It groaned as it slid across the floor. They shoved the door open just wide enough for them to slip through.

"Huh," Kyouko said as they stepped into a large open office. She looked beside the door, where a large, heavy file cabinet lay on its side. "Looks like someone tipped it in front of the door. Why'd they do that?"

"To get away from the fighting, perhaps," Mami suggested. "And to keep others out."

"Yeah, that makes–" Kyouko cut off mid-sentence. Her face went pale white, and she raised her hand and pointed. "Uh…I don't think it did them any good."

Mami looked where Kyouko was pointing. A pair of legs was sticking out from under a nearby desk. Upon closer inspection, however, Mami saw that it was only a pair of legs attached to a waist. At the end were some entrails sticking out, and red blotches coated the entirety of the space beneath the desk. Mami drew back in horror and disgust, resisting the urge to retch.

_It's as though something ripped that person in half._

"Ugh," Kyouko said. "Where's…the rest of him?"

"That's one question," Mami said slowly. "Here's another: who or what was responsible for this?"

"I don't think it was a person, Mami. At least, not an ordinary human. Normals can't do that."

They looked at each other, both realizing what was happening and spoke at the same time.

"Witch."

Mami pulled off her ring, and it changed to a small yellow gem. The gem glowed brightly, indicating the nearby presence of a witch.

"Why didn't we notice it earlier?" Mami asked.

"Maybe we were too focused on getting that data," Kyouko said.

"Perhaps. It's strange. I don't think witches have shown up in this part of town before."

"They can and will pop up anywhere," Kyouko said. She had her soul gem out and studied it as well. "And one's in this building now. But where?"

"Below us," Mami said. "Come on, let's go. We need to find the stairs again."

Now things clicked. A witch had cut a swath through this building and possessed everyone in it, bringing about the deaths of everyone within.

 _It seems like a bizarre set of coincidences, however. Ozaki sends us here. Homura Akemi has been here. And now we find a witch who's murdered everyone in the building._ _But if Homura Akemi had been here, then why hadn't she killed the witch? Had it not been there when she infiltrated this place?_ _Or did she leave the grief seed behind as something that would hatch into a witch and erase the evidence of whatever she did here? Or maybe to serve as a trap?_

Mami wasn't sure she wanted to continue that line of thought.

They made their way back through another corridor that looked more like the one they had come through. Mami recognized the paintings on the halls and hoped that Nise Industries didn't just hang the same ones everywhere. As they pass by another set of offices, Mami thought she heard some low voices whispering yet again.

Kyouko rubbed her head. "I swear I just heard someone. For real this time."

"I did too," Mami said. "Do you think there are any survivors?"

"Let's find out." Kyouko cupped her hands around her mouth and yelled. "Hello! Anybody here? Come on out! We'll protect you!"

There was no reply. The whispers went silent.

Kyouko lowered her hands. "That probably didn't do anything except alert the witch."

"It's alright," Mami said. "It's no doubt aware that we're here anyway."

"Guess we're just getting jumpy," Kyouko said.

"It happens even to veteran magical girls." Mami smiled at Kyouko. "That was sweet of you to offer to protect anyone still here, by the way."

Kyouko rubbed the back of her head and smiled back. "I'm becoming more like you by the day, huh? Give me enough time, and I'll be styling those ringlets in my hair and guzzling ten cups of tea a day."

Mami chuckled.

_No, Kyouko. You're not becoming more like me. Your old self is surfacing again. It warms my heart to see it._

"You know, Mami…"

"Yes, Kyouko?

"I…" Kyouko trailed off and reddened a little. "You know what? Let me say it to you later. Not right here while we're penned in with dead gangsters and a witch. I want a better setting."

"Very well," Mami said, curious as to what Kyouko had intended to say. "Look, there are the stairs. Let's get down to where the entrance to the labyrinth is."

They found the entrance to the witch's labyrinth in a dark basement. The basement would have been creepy enough even without the witch's presence. It was dusty and dirty and packed with junk. When Mami tried the light switch, it only clicked and did nothing.

They didn't need the light, however. Kyouko extended her hand forth, and the entrance to the witch's labyrinth appeared, a muddy brown portal that hung in the air, with strange white runes and symbols glowing around it. They had the witch cornered.

The world shifted around them as they entered the barrier. This witch's labyrinth was dim, but not completely dark. The sky around them was a hazy grey. They stood on a wooden bridge that twisted and turned as it wound along. All the around bridge floated giant disembodied mouths full of teeth that spoke words into nearby hovering ears. Literal, visible words flowed from the mouths, some in English, some in Japanese, and others in all sorts of languages, some that Mami didn't even recognize.

"Let's go get the witch," Kyouko said. "Before it has the time to hurt anyone else." She passed a hand over her soul gem and transformed.

"Agreed." Mami transformed as well. They needed to be ready in case those strange mouths decided to start attacking. Mami suspected one of them bit the poor person upstairs into two pieces.

The mouths and ears ignored them, however, as they started down the bridge. They floated all around and whispered and sometimes vanished and reappeared, but they never made any move to go after Mami and Kyouko.

 _"Be careful, watch out,"_ someone whispered. _"There's trouble."_

"What was that, Kyouko?" Mami asked. "Be careful of what?"

Kyouko looked at her. "Huh?"

"Didn't you just say something?"

"No, I didn't," Kyouko said. "I thought you did."

Mami shook her head. "No. This labyrinth is…strange, isn't it?"

"Yeah." Kyouko looked around. "But not really much stranger than any other."

"I suppose."

Mami was sure she'd heard a voice, though. If it wasn't Kyouko's, then it must have been the witch or one of its strange familiars. Mami had encountered a few witches here and there that had been able to communicate clearly. Most, however, seemed to simply scream and howl and rage. And sometimes cry. A whispering witch, however? Well, that was new.

In any other place, Mami might have mistaken the sound for the wind whistling through the trees, but here, it was definitely something else. Did the voices come from the strange mouths above them? Mami was half-tempted to start conjuring up rifles to blast them away. The sound was more annoying than soothing.

"You were right," Kyouko said. "This labyrinth is screwy. It's like…"

"What?" Mami asked.

Kyouko rubbed her head. "Something is scratching at my brain."

"It must be the witch," Mami said, though she thought Kyouko had a point. Mami also felt the sensation of someone poking at her mind, though she couldn't quite explain how she knew that. "Let's hurry and kill it. That'll put an end to whatever it's doing."

"No argument there."

They moved on. Out of nowhere came an odd clicking sound, like someone popping their tongue against the roof of their mouth. It was so loud that both girls jumped, startled.

"What was that?" Kyouko asked, looking around.

Mami looked around. "I don't know…"

Kyouko peered at her. "Did you make that noise, Mami?"

"No," Mami said. "You?"

"Nope. Ugh, let's just keep going." Kyouko pushed forward, crossing from one winding bridge to another.

_The witch must have done that._

That's what Mami realized she should have said. Something had stopped her, however, as though she was suddenly wary about voicing her thoughts to Kyouko. The whispers picked up some more. It seemed to Mami as though she were in a library where everyone was afraid to raise their voice.

_"Be careful."_

Mami turned her head in the direction of the voice and saw only Kyouko, thrusting her spear as though she were skewering an invisible enemy.

"Why are you brandishing your spear like that, Kyouko?" Mami asked.

"No reason." Kyouko eyed Mami's rifle. "What are you aiming your gun at?"

Mami looked down and saw that she had raised her rifle as though preparing to fire.

"Nothing," Mami said. She lowered her rifle, but only a little.

_Lies, all lies._

Mami wasn't sure if that was her own thought or the whispers. Her head felt dense and foggy.

"Perhaps we should keep a healthy distance from each other," Mami suggested. Suddenly, she didn't want to stand so near Kyouko, especially not in the range of her spear.

Kyouko's eyes darted side to side. "That's…a good idea. Can't let anything surprise us."

Kyouko stepped to one edge of the bridge, and Mami moved closer to the other, putting as much space between her and Kyouko as she could. They continued on, but each girl cast suspicious glances at the other.

_Kyouko's plotting something._

"No, it's the witch," Mami insisted to herself. "The witch is doing is all this. We have to get to it."

_The witch isn't the real threat, though. The real threat is over there._

"Kyouko's a threat?" Mami shook her head. "That's not correct."

"What did you say?" Kyouko asked.

"The witch," Mami said. Her mind felt like jelly. "We…need to stop the witch."

"What about the familiars, though?" Kyouko asked, gesturing toward the floating ears and mouths.

A rush of faint whispers and Mami eyed Kyouko suspiciously. "I'm not worried about them."

_Why did I say that? Of course, we should be worried about them! Who knows when they might figure out we're a threat to their master?_

Another peculiar click sounded. This one was so loud that a stab of pain shot through Mami's head, this one harsher than the last one, as though someone had driven a blunt spike into her ear. Mami winced and rubbed her head. A slight wave of nausea hit her as more whispers followed.

_The witch and its familiars aren't the enemies. Kyouko is._

That wasn't right. Was it? Mami suddenly wasn't sure. She couldn't discern between the noises in this labyrinth and the thoughts in her head. Had Kyouko heard that second click? If she did, she hadn't reacted to it. She was alternating between watching the familiars and watching Mami.

_That's because Kyouko's causing the trouble here. Stop Kyouko before it's too late._

"Mami," Kyouko said. "I can hear you whispering all the way over here. Cut it out."

"I'm not saying anything," Mami said. "Are you sure you aren't the one doing it? Someone keeps uttering your name."

"Why would I whisper my own name?"

"I…I don't know," Mami said. "I can't think straight in here for some reason."

"Then maybe you should stop talking. Don't say any more weird things or ask questions."

"You're the one who talked to me and said something strange first." Mami stopped and turned to her. "Anyway, why should I keep quiet? Are you worried I'll figure out what's going on?"

Kyouko halted where she was as well. "And just what do you think is going on?"

"Someone is toying with me," Mami said. "Messing with my head." She paused, as more whispers filled her ears. She saw the truth plainly now. "It's you, isn't it?"

"Me?" Kyouko shot her an incredulous look. More whispers. " _If_ I were doing that, it would only be because you're the witch in disguise. Aren't you?"

Mami blinked. "Excuse me? I would know if that were the case."

"Uh-huh. Sounds like something a witch would say. You said you weren't worried about the familiars, so you're either a witch or crazy."

"I am not crazy."

"Then that only leaves one option, doesn't it?"

"You're not making any sense." Mami's gaze hardened, and she pointed a finger at Kyouko. "Perhaps you're the witch. They're not known for their logic and reason, after all."

"Liars see their own kind everywhere," Kyouko said. She swung her spear, and it briefly changed to a series of segmented chains. With a flick of her wrist, it went back to one solid length.

"We'll see who's lying." Mami sidestepped, wary of remaining a stationary target. Kyouko mirrored her movements, twirling her spear as she did.

_She's getting ready to strike. Watch out!_

"I'm warning you, Kyouko," Mami said. "Back off."

Kyouko narrowed her eyes. "You first, Mami."

They continued to circle each other. Mami kept her eyes locked on Kyouko. If she looked away for even a second, Kyouko might spring at her and attack. Mami already had a rifle in her right hand, so she conjured up a second one in her left hand.

"What do you think you're doing?" Kyouko asked. She pointed her spear at Mami's neck.

"Defending myself," Mami said. She raised both rifles and aimed them at Kyouko's head. "From you."

**Notes for the Chapter:**

> This is another chapter that got away from me and had to split up again. Hopefully, the witch that Mami and Kyouko have encountered doesn't seem completely unfamiliar – Homura has thought about it a few times in her chapters.
> 
> Also, I just want to take this moment to say that I'm really grateful to everyone who's read along so far. I've had a lot of fun writing this story, and I hope you're having as much fun reading it.


	16. Double Clash

Mami fired the rifle in her right hand. The gun banged, and Kyouko twirled her spear, easily deflecting the bullet. Mami had expected her to. She fired the musket her left hand, and the shot flew right at Kyouko's head. She wouldn't have time to block this one.

Kyouko moved quicker than Mami anticipated, though, dodging sideways. The bullet passed by, missing her by only a few hairs.

"I knew you'd try that," Kyouko said. "That's one of your favorite witch tricks."

"I told you," Mami said. "I'm not the witch here!"

"Yeah, keep talking. I can see through your lies."

Mami fired a dozen ribbons at Kyouko, attempting to bind her. Kyouko leaped into the air, avoiding the ribbons, and plunged down at Mami with her spear aimed directly at her. Mami conjured another rifle and parried the attack with it as Kyouko landed and rolled to the side.

"You're so predictable," Kyouko said.

Kyouko charged at her, swinging her spear in an arc as she did. Mami conjured a second rifle and crossed them in front of her, blocking Kyouko's spear swipe. Kyouko swept the butt of her spear and Mami's feet, attempting to trip her up, but Mami jumped back and struck her in the head with the barrel of one of her rifles. Kyouko stumbled backward.

As Mami landed, she asked, "If I'm as predictable as you say, why are you on the defensive?"

Her taunt worked. Kyouko growled and ran at her again, recklessly rushing in without paying heed to what all Mami could do. Mami distracted her with a rifle in one hand, and with her other, fired a twisted length of ribbon that wrapped itself around Kyouko's ankle and hoisted her upside down into the air. Kyouko caught on quickly, though, and before Mami could bind her even more, cut through the ribbon with her spear and went tumbling to the ground. She immediately sprang back up but looked a little worse for the wear.

"You can't keep this up," Mami said. "Best surrender now."

"I can do this all day," Kyouko said.

Her spear changed to a series of segments separated by chains, and she swung at Mami in a flurry of vicious blows, coming from both the left and right as she did. Mami blocked and parried Kyouko's onslaught as best she could, but found herself on the defensive now and slowly pushed backward.

_Fine. If she wants to fight with brute force, I'll answer her with a bit of my own._

Mami conjured a second rifle and hammered back at Kyouko, swinging both muskets gracefully. She twirled and hit back with a barrage of blows so fast that Kyouko had no time to react. She struck at Kyouko's head, chest, and limbs. Finally, Kyouko recovered and blocked Mami's rifles with her spear in a clash as they both glared into each other's eyes.

At that moment, a child's joyous shriek split the air. Both girls backed off and looked up. What looked like another familiar was flying through the air. It didn't resemble the disembodied mouths and ears that populated the labyrinth. Instead, it looked like a drawing that a child made with a crayon in the form of a little girl with green hair piloting a plane. The plane zoomed around as the mouths and ears gave chase.

The haze in Mami's head vanished like bright sunlight clearing away the morning fog. Mami hadn't realized how thick it had been until it was gone. She blinked, trying to figure out what exactly had happened.

"I…huh?" Kyouko said, looking back at Mami. She lowered her spear and rubbed her head. "Ugh, …what's going on? Why were we fighting, Mami?"

Mami wondered the same thing, and then the realization of it all hit her like a hammer blow. She backed away, aghast at what she had just done. She suddenly felt like she had just woken up from a horrible nightmare and dropped her rifles to the ground. "I…"

"It must have been the witch," Kyouko said. "Not you…the witch inside this labyrinth. I think it did something to us. Those strange voices kept telling you were the witch all along and that I needed to attack you. And I kept thinking that wasn't correct, but it wouldn't go away."

"Kyouko," Mami said, shaking her head. "I'm…sorry…"

"Yeah, I know it's nobody's fault, but I'm really sorry too. You know I would never–Mami?"

Mami collapsed to her knees and buried her face in her hands, guilty that she had allowed this to occur, that she had allowed a mere witch to brainwash her into attacking Kyouko. Tears ran down her face, and feelings of shame and horror washed over her, as she trembled and sobbed.

_Who knows how this could have turned out had something not stopped us? How could I have let that happen? I'm a failure as a magical girl and a friend._

A pair of arms gently wrapped themselves around her, and Mami felt Kyouko's warmth pressing up against her.

"Hey, there, there," Kyouko said, stroking her hair. "It's okay, Mami. It's over, and we're both still standing. And just like the thing with Ozaki, it's not your fault."

"I'm so sorry," Mami said quietly into Kyouko's shoulder.

"We both already apologized, you big dummy," Kyouko said. "You don't need to again."

Mami sniffed and clung on to Kyouko. "That's twice now you've called me that. You're not…thinking of making that my new nickname, are you?"

Kyouko laughed. "Only if you keep giving me reasons to."

Mami looked into Kyouko's eyes. Those eyes that had once been full of bitterness and biting cynicism now held nothing but warmth and friendly concern. Kyouko reached up and gently caressed Mami's face, wiping away some of her tears.

"You done for now?" Kyouko asked. "It's been a long day, but we've still got work to do here."

"Yes, I know…it's just…"

"A veteran magical girl once told me that you always have to fight on and do your duty, no matter what."

Mami said nothing back, surprised that Kyouko remembered her words. They felt like someone else's, however. A few more tears fell.

"You sure cry a lot, Mami," Kyouko said. "I don't remember you bawling nearly as much the first time we worked together."

"I've always been like that," Mami said. "I just usually hide it. Maybe I just…feel more comfortable showing that side of me to you now, shameful as it is."

"You got nothing to be ashamed of," Kyouko assured her. "We all cry sometimes."

_Except you, Kyouko._

No, that was wrong. She had seen Kyouko cry once. It had been the day after tragedy had struck Kyouko's family. Mami had found her lying in a snowbank, sick from the cold, and injured from a fight with a witch. Kyouko hadn't quite been at death's door, but she had been far too close. Mami had held her, just as Kyouko was holding her now. And Kyouko had wept and choked out that her family's death had been her fault.

But other than that incident? Kyouko was a veritable rock. Mami envied her that.

_I might have killed you just now, Kyouko. How are you so calm after all that?_

Simple. She was strong, and Mami wasn't.

"I'm so weak," Mami said, and the tears started flowing again. Between the witch's manipulation and her reaction compared to Kyouko's, Mami had never felt that to be truer.

"Oh, for the love of–" Kyouko stopped and shook her head. She reached into her pocket and pulled out an open box of Pocky. Holding it out to Mami, she said, "Here, eat up."

"Thank you, but I'm not hungry."

"Eat up," Kyouko ordered her. "Don't make me force-feed you, Mami."

"Okay…" Mami took one of the Pocky sticks from the box and munched on it a little. The taste of chocolate filled her mouth.

"Feel better?"

"A little." And she did. "Thanks, Kyouko."

"You're welcome," Kyouko said. "You told me one time that I was a real handful. Remember?"

Mami remembered. That had been several days after Kyouko's family had perished. Kyouko had been angry and upset, and in their argument over witches and familiars, she had lashed out at Mami. Their spat had turned into a full-blown fight that had ended with Kyouko threatening to kill her. In the end, Kyouko had returned to Kazamino, and Mami had been alone once more until the day she and Kyouko had run into each other at that Yakuza hideout.

Mami nodded. "I did say that, didn't I?"

"You sure did. And after this, I don't ever wanna hear that from you again, 'cause you're just as much a handful yourself." Kyouko stood up. "I think you're gonna have to finish your pity party later, Mami. We still have a witch to squash. And a…whatever that other thing is."

"Yes, you're right," Mami said. She took a deep breath and wiped her eyes with the back of her hand.

"C'mon." Kyouko held out her hand. Mami grasped it, and Kyouko pulled her to her feet.

"You're right," Mami said. "We're back to normal, and we need to move on."

"Yeah, about that, how did we break free?"

Mami looked up at the crayon monster zooming around and terrorizing the floating mouths and ears. "That's a stray familiar. It looks as though it invaded the barrier."

"I've never seen anything like that happen."

"Nor have I," Mami said. "Perhaps we should ask Kyubey about it later."

"Right." Kyouko paused. "Anyway, you think it distracted the witch and familiars away from us?"

"It would seem so. We should–Kyouko, watch out!"

The strange crayon girl was heading straight for Kyouko. Mami pushed Kyouko to the ground before the familiar could hit her. Both girls looked up. The familiar buzzed right over them and scribbled crayon all over several of the disembodied mouths and ears, turning them into strange bouncing balls. It then began to stretch and contort as though something inside of it was straining to break free.

"What's happening to it?" Kyouko asked.

"I think I know," Mami said. "It's–"

Mami's words were cut off by another of the familiar's loud shrieks. This one rang out powerfully and more shrill. Mami looked up just as the familiar burst apart, and a new monster emerged, this one remembering a young girl drawn in crayon as well. It had fair skin and golden hair, but its eyes were jet black. It towered over Mami and Kyouko, but then grew to an even larger size, easily rivaling the height of the building they were in. It roared in joyful girlish laughter.

_The familiar hatched into a witch._

The new witch grabbed a crayon from the pocket of its dress and began scribbling more familiars into existence. They all resembled the first one, a little yellow-haired girl, but some of them drove cars or piloted boats instead of planes.

"What the hell?!" Kyouko yelled. "Did that familiar just turn into a witch by eating the first witch's familiars?!"

"It would seem so," Mami said. The crayon familiars began fighting the floating mouths and ears, turning them into balls and bouncing them around. A few of the mouths grabbed on to the crayon drawings and ripped and tore them apart with their sharp teeth. Full-on pandemonium broke out as some of the crayon familiars even started fighting each other, but the new witch just kept creating more and more.

Kyouko gaped at Mami. "Since when does that even happen?!"

"Since just now, at least," Mami said. "But we need to get off of this bridge quickly before those familiars destroy it with their fighting, and we fall!"

They both broke into full-on sprints and made for the other side of the bridge. Mami heard the sounds of battle behind her as the crayon witch's familiars screamed and laughed, and the disembodied mouths roared back at them. On the far side of the bridge, they stopped at a white floating platform. Behind them, the conflict continued to rage.

"Two witches now," Kyouko said, panting a little. "So, uh, which one first?"

"The whispering witch," Mami said. "It's not using its power against us anymore, but who knows how long that'll last?"

"How are we going to get close to it without getting messed up again?"

Mami thought about it. "I have an idea."

Mami held out her hand and conjured up a pair of bullets from her ribbons but made them smaller. She pushed a little with her mind, and they molded themselves into shapes that would perfectly fit into one's ears.

"Here," Mami said, holding out the shells to Kyouko. "Put these in your ears."

"Will that work?" Kyouko asked, taking the shells and studying them.

"It's the only thing I can think of," Mami said. "If nothing else, it should make the witch's magic less effective and give us some time to defeat it."

"Better than nothing, I guess."

Kyouko stuck a shell into each ear, and Mami did the same. The noise of the chaos around them quieted to a muffle.

"Well, I don't hear any whispers," Kyouko said. "Is that because of the shells or the fighting?"

"Perhaps both," Mami said. "Let's hurry and get the witch before it figures out how to target us with its magic again."

They took off running through the labyrinth. The witches' familiars were all busy fighting each other, so there was no need to stop and take them out. Mami found that a little refreshing. The labyrinth, a series of sterile white walls, was straightforward enough. Once they were past the bridges, there were no twists and turns on the way to the witch. The mouths and ears flew above them, rushing past to battle the crayon witch and its familiars.

"Had I known this mission was going to turn into a witch hunt, I would have insisted that Kyubey come along," Mami said as they ran down a long hallway.

"And now he's home dozing while we're fighting two witches at once," Kyouko said, running alongside her. "He gets no cake for two days, one for each witch we have to smoosh."

Mami chuckled. "If he were here, he might have stopped us from fighting each other before we started."

"Yeah, and then I wouldn't have a sore head. You hit hard, by the way, Mami."

Mami sighed. "Again, I'm sorry."

"Stop apologizing," Kyouko said. "I was complimenting you, not complaining. I guess I still have a way to go before I'm up to your level."

"I'd say you're practically there as it is."

_And she doesn't even use her illusion magic. Of course, she stopped using it shortly before we ceased working together the first time, declaring that she didn't need to rely on it. Just imagine if she did once again. She'd be almost unstoppable._

Mami had never quite figured out why Kyouko had stopped using her magic. She suspected it was related to the deaths of her parents and sister (and that her declaration that she didn't need it was merely a front to hide that) and thus had never broached the topic with her. Mami didn't want to go picking at old wounds, and she knew Kyouko bore some bad ones.

The hallway ended at a giant round door. Mami reached for the doorknob, and as she did, more familiars materialized from the walls and flew off to join the fight behind them.

_It might be simpler and save on magical energy if we simply let the witches fight each other, but I'm not sure that's something we want to get caught in the middle of._

No, it was the duty of magical girls to destroy witches, not to simply let them battle each other and hope for the best. Mami placed her hand on the ivory doorknob, and a series of odd-looking runes appeared on the doorway in dark lettering.

"Atë," Mami said, reading the strange runes. Or perhaps it was another voice speaking in her head. She wasn't sure but hoped it was the former.

"Huh?" Kyouko asked. "What's an Atë?"

"A mythological goddess," Mami said. "And the witch's name, apparently. But let's worry about that later and dispose of it first."

Mami pushed open the door, and they stepped through. They found themselves in a large, open circular arena the same color as the bland labyrinth they had rushed through. In the center, a flaming red horse paced around. Its rider resembled a medieval knight in blood-red armor and wielded an enormous sword that it rested on its shoulder. Mouths full of sharp teeth that resembled the floating ones they had seen earlier covered both the bodies of both the horse and its rider.

The witch took no notice of them at first but then turned its head in the direction of these new invaders. The horse whinnied and snorted. The mouths on the knight's body moved, but no words came out. Either Mami's shells were still doing their job, or their foe was still too distracted by having its barrier overlap with another witch's. Was it directing the familiars against its other opponent, or were they acting entirely on their own? Mami wasn't sure.

"What's the plan?" Kyouko asked.

Mami immediately saw the way to win this fight. "Divide and conquer. We'll separate our enemy first, and then I'll take care of the horse while you battle its rider."

"I got you, Mami," Kyouko said, readying her spear.

"Head to the other side, and bait it into attacking you. If it comes to me, that's fine, but we'll have an easier time if it goes after you first."

"Right."

Mami took off for one side of the arena while Kyouko leaped to the far end in a single bound. She landed lightly on her feet and brandished her spear at their enemy.

"Hey!" Kyouko called, waving her spear in challenge. "You got a lot of nerve, turning us against each other! Yeah, I'm talking to you, ugly! C'mon over and fight, you piece of crap! You look like a giant bloody hock of snot!"

The witch fell for it. Ignoring Mami, the rider turned toward Kyouko and pointed its sword at her. The horse reared up and began charging at Kyouko, its hooves thundering as it tore across the arena. Mami wasted no time and sent a string of ribbons at the horse's legs, binding around them and sending the horse sprawling to the ground. The horse screeched loudly, and the knight tumbled forward to the ground.

Kyouko pounced on the knight immediately, but it blocked her spear thrust with its sword, and the two began dueling. Mami had no time to watch them, however. She pulled on the ribbons binding the horse, keeping it away from Kyouko so she could focus on the knight. The horse sprang to its feet and flew at Mami despite the binding on two of its legs. This time, it wasn't galloping, but rather floating just above the ground.

"If you're going to do that, then I'll have to stop you entirely," Mami said. She extended both hands at the horse, and dozens of ribbons sprung up from the ground, surrounding it and tying it down. The horse struggled against its bonds but remained immobilized. Mami conjured a dozen rifles behind her as well as one in each hand and fired them all at once. The horse exploded into a mass of strange white chunks.

With the horse out of the way, Mami turned to see how Kyouko was faring. She and the knight were still fighting, their weapons ringing loudly as they clashed. Mami was about to leap over and help out when Kyouko thrust her spear through the visor of the knight's helmet and out the other side. The knight froze where it stood, and dropped its sword to the ground. Kyouko pulled her spear back, and as the knight fell forward, she decapitated it in one swift stroke.

"Great work!" Mami called, running over to her.

A grief seed materialized in the air and floated downward. Kyouko reached out with her free hand and snatched it. The pure white walls of the arena didn't dissolve but instead were suddenly covered in scribbled crayon. Now that the first witch's barrier was gone, there was only the other's. Mami heard the distant sound of something heavy rumbling and lumbering.

"Well, this makes things easier," Mami said. "We don't have to go searching for the second witch. I think it's coming straight for us."

"Good thing that first one was so easy," Kyouko said, hoisting her spear up on to her shoulder. "Kinda surprising, considering the amount of trouble it caused."

"It had nothing to fall back on once deprived of utilizing its favorite trick," Mami said. "Many enemies are like that, including other magical girls sometimes."

"Works for me." Kyouko held out the grief seed. "Want this, Mami?"

"Hang on to it. We'll be getting a second one shortly."

As if on cue, the walls surrounding the door into the way broke apart as the crayon witch burst through. What little remained of the first witch's barrier vanished entirely, replaced by toys and furniture and flowers that all resembled crayon drawings. Giant crayons rained from above, forcing Mami and Kyouko to dodge them as they crashed to the ground. The witch laughed and grew to an even taller size. How many of the whispering witch's familiars had it consumed?

"So, how are we gonna handle this one?" Kyouko asked.

Mami studied the witch and everything around it. "It's spawned far too many familiars. We'll need to deal with them first."

"Take out the small fries," Kyouko said. "And after that?"

"You know the saying 'the bigger they are, the harder they fall?'"

"I see where you're saying, Mami."

"Yes. Clip its legs, and I'll have a clear shot at its head."

"I hear ya."

"Head to the right. I'll go left. We'll take out the familiars on both sides and then hit the witch in a pincer attack."

"Here I go, then."

Kyouko sprang forward, stabbing and slashing with her spear as she did, and taking out the familiars as they flew at her. Mami dashed off in the opposite direction, twirling like a graceful dancer turning a pirouette as she moved, summoning one rifle after another, and firing each one at a different familiar in succession. Not every shot killed, but not a single shot missed. In short order, Mami and Kyouko destroyed the few dozen familiars that the witch had summoned and focused their attention on their larger foe.

With attacks coming at it from both sides, the witch clearly didn't know what to do. It turned away from Kyouko and began tromping toward Mami, waving its giant arms around and chucking crayons and other objects everywhere. Mami dodged and weaved to avoid being struck by any. Kyouko charged at the witch from behind and swung her spear at the witch's ankle, severing its leg into two pieces. Strange rainbow-colored blood spurted everywhere, and the witch crashed to the ground, making the entire arena shake. The witch looked up at Mami with tears running from its jet-black eyes.

Mami conjured a giant flintlock pistol and aimed it directly at witch's head. " _Tiro Finale!_ "

She fired. The boom was deafeningly loud, and a burst of flame erupted from the barrel of the pistol. The witch's head exploded apart into a brilliant rainbow of colors, splattering everything around in what looked like colorful paint. The barrier faded, and they once again stood in the creepy basement of the Nise headquarters. A second grief seed clinked as it hit the floor.

"We did it!" Kyouko yelled as she ran at Mami and threw her arms around her neck.

"We did indeed," Mami said, hugging her back. "Two witches in one evening, two more than we expected upon coming here."

"So, if familiars turn into witches from eating other familiars, you could potentially find a lot more witches for easy grief seeds," Kyouko said. "But on the downside…they'd probably kill more innocent people before they changed, wouldn't they?"

Mami smiled and nodded at Kyouko, amazed at how her attitude had gone back to what it once had been. "Not to mention, it's rather difficult to drive a familiar into a different barrier."

"Yeah. But hey, we got rid of 'em. Just imagine if the police or emergency services showed up here with two witches inside the building. It'd be even more of a bloodbath."

"We may have arrived too late to stop one witch from murdering everyone in the Nise headquarters," Mami said. "But, we surely prevented far more deaths."

"Yup." Kyouko grabbed Mami's hand. "Now, let's get out of here."

"What about all the dead?" Mami asked.

"You think we can leave an anonymous tip for the police?"

"A good idea. I'll do that when we're home."

"Then let's vamoose, Mami. I never want to see the inside of this building again."

* * *

"So, it sounds like you two had a productive evening," Kyubey said when they were back at Mami's apartment. "You achieved your primary goal and destroyed two witches in the process. Well done. I stand by what I said before: you work amazingly well together."

Kyubey sat on the table by Mami's window in between the two girls. Mami sipped tea as they talked, while Kyouko ate more cake. Mami hadn't felt like eating her piece, but Kyouko was more than happy to take care of that for her.

"Thank you, Kyubey," Mami said. She filled Kyubey in immediately upon returning, and he had waited patiently until she had finished before saying anything. "Have you ever seen anything like that before? One familiar invading another witch's barrier? Or witches' barriers overlapping?"

"I've seen a lot of strange things. What you described is unusual but not entirely unheard of."

"I guess the idea of teamwork is anathema to witches."

"It's what?" Kyouko asked.

"It means they don't like it," Mami explained.

"Indeed," Kyubey said. "So, when they're in that close proximity to each other, it follows that witches will fight among themselves. They're beings of anger, hate, and despair, and they won't limit their victims to ordinary humans. I've even seen some witches attack their own familiars."

"Huh," Kyouko said. "I guess some witches are just that evil and like to destroy everything."

"One other matter," Mami said. She turned to Kyouko. "Would you please show him the grief seed you picked up?"

"Sure." Kyouko brought out the grief seed from the whispering witch and placed it on the table.

"This witch was in the basement of the Nise headquarters," Mami said. "And we know that Homura Akemi was there as well a few days ago. Why do you think she didn't destroy this witch?"

"From what you've told me," Kyubey said. "I could see a few possibilities. She might not have been strong enough. Or, she's aware enough to tell what the witch was capable of and left it there as a trap."

"Or to wipe out the evidence of what she had done there," Kyouko suggested. "Letting a witch kill everyone saves her from dirtying her hands directly."

"She didn't do that at the first building, however," Mami said. "The witch that attacked that building only did so after I chased it there."

"Wasn't she busy going after Kyubey that day?" Kyouko asked.

"True. That aside, I think she's likely more than powerful enough to kill that witch, given what she's shown she's capable of."

"In that case, it might be safest to assume to she left it as a trap," Kyubey said. "Especially if she destroyed the witch elsewhere and left the grief seed in the basement of the building instead of giving it to me for disposal."

"Do you think she'd have done that?" Mami asked.

"I have no direct evidence," Kyubey said. "But the circumstances are suspicious. Witches don't normally appear in that part of town, right? And I think this witch was somewhere else a few days ago."

"It might have fled to the building with Homura Akemi in pursuit."

"That's true," Kyubey said. "But if that's the case, she still left it there, whether she chased it…or killed it beforehand and planted the grief seed in the basement. Again, I have no proof, but circumstantial evidence suggests that scenario as well."

"So perhaps Homura Akemi is not only powerful but crafty as well." Mami sighed and turned to Kyouko. "And ruthless, if she left a grief seed in the basement of a building or simply ignored a witch there to serve her own ends."

"We'll add to her tab, then," Kyouko said. "We're gonna have a lot to collect from both her and Ozaki."

"She may end up giving us quite the fight."

Kyouko folded her arms in front of her. "Bring 'em all on. I'm not scared of Homura Akemi, her little friend, or that Anzu girl."

"Nothing frightens you, Kyouko." Mami smiled at her and then felt a yawn come on. Stretching her arms, she said, "I'm exhausted. It's been an exceedingly long day."

"On days like these, you gotta eat more to keep your energy up, Mami." As if to emphasize the point, she pulled a bag of chips out from under the table, tore it open, and stuffed a handful into her mouth. "Food is fuel."

"In that case, you must be the most energetic person in the entire world."

"Very funny, Mami."

"Thank you, Kyouko. I can scarcely believe you're still hungry. We had dinner earlier, you were snacking when we went to the Nise headquarters, and we had cake upon coming back here."

"I'm a growing girl." Kyouko shrugged and held out the bag. "Want some?"

"Just one, thank you." The chip was salty and made her mouth water. "I should probably go to sleep. Who knows what Ozaki will say when I contact her tomorrow?"

"You mean today," Kyouko said. "It's almost two in the morning, Mami. And Ozaki will be just as much a piece of crap as she was yesterday and every day. So don't expect much."

"Yes, yes, you're no doubt right." Mami stood up. "Be sure you get some sleep as well."

"I always do."

Mami got up and left the used dishes, silverware, and teacups in her sink. There was no point in washing them tonight; Kyouko would just add to the pile tomorrow. As she was rinsing them off, however, she felt a pair of arms wrap around her waist and someone pressing up against her.

"Kyouko?" she asked.

"I'm glad you're okay, Mami," Kyouko said, resting her head on Mami's shoulder. "You know, after everything that went down."

"I'm glad we're both okay," Mami said, putting her hand over Kyouko's and stroking her fingers. "Tonight might have ended very badly."

"Yeah, but that's not quite what I mean. You seemed really shaken up after that witch brainwashed us or whatever, and I hated seeing it."

"Ah, now I understand you." Mami turned around and faced Kyouko. "Thank you for pulling me back to my feet. And thank you for simply being there for me."

"I'll always be there for you, Mami. I mean it. After we fought today, it brought up some bad memories. You know, when we argued and fought back then, and I deserted you. I don't ever want to relive any of that."

"You don't have to. It's history. We've moved past it."

"Yeah, I know, but I just want to say that…I'll never abandon you again. I want you to know that."

Mami had no idea how to respond. "Kyouko…"

"I mean it," Kyouko said, hugging her tightly. "We were talking about this the other day, but you really are more than a friend or a senior magical girl to me. To me, you're…special. More special than anyone else in the world."

Mami hugged Kyouko back. She could feel tears welling up in her eyes again, but for once, they were tears of joy instead of sorrow. "You're special to me, too, Kyouko."

**Notes for the Chapter:**

> The first witch that Mami and Kyouko encounter in chapters 15 and 16 is named after Atë, a Greek goddess of delusion and ruin who enjoyed causing trouble. After Zeus kicked her off of Olympus and out of the heavens, she went and wreaked havoc among mortals.
> 
> The witch's appearance is partly based on one of the Horsemen of the Apocalypse from the Bible, specifically the second, as mentioned in Revelation 6:4:
> 
> "And there went out another horse that was red: and power was given to him that sat thereon to take peace from the earth, and that they should kill one another: and there was given unto him a great sword."
> 
> And, of course, something that whispers things to its victims is going to have a lot of mouths. That's the other part of its appearance.
> 
> The familiar that invades is the one that Sayaka fights in the anime before she's interrupted by Kyouko. The witch it follows and changes into shows up in Magia Record.


	17. My Junior Magical Girl

Homura made her way down the school corridor in no great hurry to reach her classroom. Her exhaustion was starting to catch up with her. Not physical exhaustion, but mental. She had spent the night worrying over the litany of problems that had struck her, along with figuring out what to do about them.

She was confident she had thought up a reliable way to take out Anzu Anzai. She was at first a little wary about fighting in a hotel, but hopefully, she could keep any damage localized. She was also pretty sure that the only causality would be Anzu, and that she could avoid innocent bystanders dying.

_I'll have to remove Anzu's corpse and dispose of it myself, however. It wouldn't do for the authorities to find a dead teenage girl in a hotel room, especially if I end up injuring her before breaking her soul gem._

It wasn't the sort of thing Homura would have wanted to be planning for, but some things couldn't be helped.

Hitomi Shizuki was another problem that had occupied her mind. In a way, Hitomi was yet another anomaly, a magical girl she had never encountered before. Homura couldn't just let Hitomi run around doing whatever. She'd blab about things she wasn't supposed to or end up dead. Or turn into a witch and start killing others. Homura would try to give some bits of advice.

She rubbed her head. This timeline that had seemed to be going well had turned into a mess of uncertainty.

Madoka, Sayaka, and Hitomi were already there when they reached the classroom. Homura prepared herself for what was to come. She couldn't discern what Hitomi had told them already – Madoka smiled and waved, as did Sayaka. Hitomi waved politely, but her face was blank and empty. Perhaps she was tired too. Homura couldn't tell what she was thinking. Had she spilled the beans about the wish? Homura set her bag down and walked to the back rows to see her friends.

"Good morning, Homura-chan!" Madoka greeted her happily. She threw her arms around Homura's neck and kissed her on the cheek.

_I guess she's not embarrassed about showing me affection in front of Sayaka and Hitomi anymore._

"Good morning," Homura said back. Madoka looked at her expectantly. Was she expecting a kiss in return? Homura had no idea how things worked when it came to this. She gently patted Madoka's head instead, and Madoka beamed at her.

Sayaka, meanwhile, looked like she was trying very hard not to laugh. Hitomi's expression hadn't changed at all.

"I don't know what's more unexpected: this relationship or the fact that we now have two magical girls in our class," Sayaka said. "If someone told me at the start of the term that things would turn out like this, I'd have thought they were crazy."

"I know, isn't it all so amazing?" Madoka asked, her eyes sparkling at Homura.

"That's one word for it," Sayaka said. "I guess it pretty much figures that Hitomi would become a magical girl. You have to be beautiful and graceful, huh?"

"Just like Homura-chan is!" Madoka declared.

"Sure." Sayaka turned to Homura. "So, I heard all about what happened yesterday. Are you and Hitomi going to fight together now? Do magical girls do that?"

"Sometimes," Homura said, wondering when Madoka or Sayaka would bring up the wish. Had Hitomi told them yet? They walked to school together, after all, and would have had ample time to discuss it.

"On that note," Hitomi said, finally speaking up. "I believe Akemi-san and I have some things we need to discuss privately."

"Secret magical girl business, huh?" Sayaka asked.

"Just a few small matters that concern only the two of us."

"Aw, but Homura-chan just got here," Madoka said, pressing her lips together. She latched on to Homura's arm, and Sayaka snorted with laughter.

_Madoka has become far too attached to me in more than one sense of the word. I feel like I should do something about this, but I don't know what._

Of course, part of the issue there was that Homura secretly enjoyed it and didn't want Madoka to behave differently.

"I'll try not to keep her away from you for too long," Hitomi said to Madoka. She started heading for the classroom door.

Madoka looked up Homura. "Well, okay. At least you have a friendly magical girl now, one who can help you out, Homura-chan. Right?"

"We'll see." At this point, Homura wasn't going to commit to anything.

"Someone has to help you against those other magical girls. If I ever thought they were going to hurt you…"

"Don't worry. They won't." Homura tried to follow after Hitomi but found herself stuck to the spot. "You can let go of me, Madoka. I'll be back shortly."

Madoka released her grip on Homura's arm, and Homura stepped out into the hallway where Hitomi was waiting for her. Hitomi started walking away from the classroom, taking long strides as she did. Homura fell in step beside her.

"That fire you started was in the morning news report," Hitomi commented as they turned a corner.

"I did what I had to," Homura said. She wasn't about to try and justify that again.

"I understand," Hitomi said. "I did the same this morning when I withheld certain details about how I became a magical girl to Madoka and Sayaka."

"You mean you didn't tell them about the wish."

"No, I didn't."

"Why not?"

"Let's first get to somewhere where we can speak without being interrupted or overheard."

They walked down the hallway, drawing more looks from bystanders. Homura wasn't sure if they were looking at her or Hitomi. Maybe it was both. Hitomi was popular, after all, and Homura was still a 'mysterious transfer student,' though she figured the novelty of that would have worn off by now.

They stopped in the corridor that comprised a covered walkway from one part of the school building to the other. It was a familiar spot to Homura – in nearly every timeline, she and Madoka spoke here while Madoka escorted her to the nurse's office. This place was where Madoka had been the first person to show her unconditional kindness and had won Homura's heart.

Hitomi gazed out of the clear glass windows to the school grounds below. "I was terrified last night, you know."

"You–" Homura started, but Hitomi held up her hand for silence, and Homura stopped.

_Fair enough. I told her to be quiet before. It's her turn to speak now._

"Do you know what frightened me the most, Akemi-san?" Hitomi asked, turning to face her. "It wasn't the witch or that other magical girl, scary as they both were. Nor was it seeing the horrific destruction you wrought. No, the real fear came when I thought I would have to face all the dangers of being a magical girl alone."

"In the end, we all do," Homura said.

"Do we? At least two of the magical girls we encountered at the hospital the other day seemed to be friends with each other, even if they consider you an enemy."

_And I'm still not sure why they're friends. But I'll have to worry about Mami Tomoe and Kyouko Sakura another time. I have to deal with Anzu Anzai first and also figure out what to do with you, Hitomi Shizuki._

"Perhaps it's not the same for you," Hitomi said as Homura remained silent. "You're strong. You have experience. You don't need to fear being by yourself."

_No. It's not the same for me at all. I'm always alone because I've come to realize I can only depend on myself._

Homura had no idea how to even begin explaining that to Hitomi Shizuki. Kyouko Sakura would have understood it. Even Mami Tomoe – who detested solitude – probably would have to some extent. Being a magical girl was a harsh, unforgiving life, one that weeded out weak girls quickly.

On the other hand, Hitomi Shizuki making a contract was something that had never occurred before. Maybe Homura needed to try a different approach. Homura had worked with other magical girls previously, after all. She recalled one such girl who had been an anomaly like Anzu except friendlier, but most of the time, Kyouko Sakura was her ally. And she was unavailable in this timeline. Homura wasn't sure if Hitomi Shizuki could fill that role. But at the same time, there was no need to make her an enemy either.

She sighed heavily. "I'm sorry. This is all a new situation for me."

_And how._

"I forgive you," Hitomi said. "It is new to me as well. But I have thought about going forward if you'll hear me out."

"Go ahead."

"You're skilled and knowledgeable when it comes to being a magical girl. I'd like to learn from you. I thought that I could be your student. Maybe I'll eventually learn and advance enough to be your partner. Would you consider that?"

Homura tilted her head. "Student?"

"Perhaps 'apprentice' is the better word," Hitomi said. "Or you could simply think of me as your junior. Is that something that's done among magical girls?"

Homura remembered the second time she had ever met Mami Tomoe. She had just reset the month and was a new magical girl. Madoka, a rookie magical girl herself, had 'introduced' Homura to Mami.

 _She's Mami,_ Madoka had told her. _It's okay that you're a new, Homura-chan. I'm pretty inexperienced myself. But Mami will help you. She knows everything about anything. And I'll help you too!_

Then Homura had already seen her senior magical girl perish once fighting Walpurgisnacht. It happened again. Later, in another loop, Mami Tomoe had learned the truth about witches and had decided to kill all the other magical girls around her and then herself.

_And she would have succeeded, had it not been for Madoka's intervention._

After that, Homura had seen her die again and again, even when she tried to prevent Mami Tomoe's death. In one timeline, Mami Tomoe and Homura had worked together. They hadn't been friends but had at least been on cordial terms. In an unfortunate turn of events, Mami became a witch after saving Sayaka, who had blundered badly in a particularly nasty battle. Sayaka, who had refused to heed Homura's warnings, died trying to defeat Mami's witch, forcing Homura to do it herself. After Kyubey told Kyouko Sakura that Homura had been responsible for both of their deaths, she turned on Homura. She had refused to see reason and perished fighting Homura.

_In the end, Kyubey had been right in a manner of speaking. I was at least somewhat to blame for each of their fates. I'm just not strong or clever enough to keep everyone alive. People tend to die when they work with me, even though death is part of being a magical girl._

Homura stared past Hitomi as images of witches and dead magical girls filled her mind.

"Akemi-san?" Hitomi asked. "Are you alright?"

_What I was thinking about must have been written all over my face._

Homura closed her eyes, took a deep breath, and counted to four before opening them again. "Homura."

Hitomi cocked her head. "Excuse me?"

"If you're going to be my apprentice or my junior or whatever, then just call me Homura."

"Very well, Homura. And since we're already friends, call me Hitomi. Does this mean you accept my proposal?"

"I can't promise I'll be a great senior magical girl," Homura said. "But perhaps we can make something work."

"Perhaps" was a bit of an overstatement, however. In truth, Homura had no experience being a senior magical girl or a leader of any kind. In timelines where she had been a part of a group of magical girls, she had always let Mami Tomoe take on that role. She was the most suited to it, after all. Hopefully, this wouldn't turn into another mess.

"I'm glad," Hitomi said, smiling at her. "I'm going to have to give up my extracurricular activities to go after witches, but I guess that can't be helped."

"Yes. Being a magical girl is a heavy time commitment and one you've no choice about."

"I look forward to fighting witches alongside you and learning from you, Homura." Hitomi paused. "We will be doing that together, right? I fought the one last night on my own, but it was difficult."

Homura thought about that. "Yes. Don't go hunting witches by yourself. We'll take them on as a pair."

It would have to be that way. If Hitomi ventured forth on her own, she'd run into Anzu Anzai (though hopefully, she would cease to be a problem soon) or possibly Mami Tomoe and Kyouko Sakura. Anzu, of course, would be dire trouble, but there would likely be issues with the latter pair as well. Kyouko was usually unwilling to share witches and grief seeds. Mami Tomoe would, but the fact remained that they still needed grief seeds to support themselves as a pair. Plus, their mistrust of Homura would no doubt extend to any associate of hers as well.

"I'm pleased to hear it," Hitomi said, smiling at her. "I feel better now, much less fearful than I did last night. Thank you, Homura."

_You might rescind that thanks later._

Homura started back in the direction they had come. "Let's return to the classroom. We can work out any other details after class."

"Wait," Hitomi said. "There are other matters I'd like to discuss while it's just the two of us."

Homura stopped. "What is it?"

"I hope this isn't too much too quickly. But I have a quandary for you. It's somewhat related to being a magical girl. At least, it is for my situation."

"Yes?"

"Two people want the same thing, but only one can have it. The first person has likely wanted it longer but has never quite taken any concrete steps toward obtaining it. The second has taken one step, a large step that didn't come cheap. And they would like to take another step, but they're friends with the first person and are concerned about potential trouble."

Homura peered at her. "You don't need to beat around the bush. You're talking about you, Sayaka Miki, and Kyosuke Kamijo and how both you and she are smitten with him. Isn't it?"

"You're very perceptive, Homura. I never shared my feelings about him with Madoka and Sayaka, yet you picked up on them."

_Even if she hadn't made it obvious, I've watched the same situation played out so many times. And now the first thing my new junior asks me about is a problem I've never been able to resolve. That's not a promising start to my magical girl mentoring career._

Then Homura realized something.

"That's why you didn't say anything about the wish," she said. "You don't want Sayaka Miki to know you're behind that boy's recovery."

"That's one reason," Hitomi said. "But there's another. If Sayaka were to discover that one could be granted any wish upon becoming a magical girl, what is it you think she would wish for?"

Homura hadn't thought of that. Given the chance, would Sayaka wish for that boy to fall in love with her or something similar that would lead to that result? She wouldn't be able to wish to heal him anymore.

_Hitomi is smarter than I gave her credit for. And she sees more angles to things._

"I see what you're implying," Homura said. "But I don't know if she'd do that or not."

"I would prefer not to take that risk," Hitomi said. "If there's going to be any…competition for lack for a better word, using magic to 'win' seems unfair."

"And yet, you attempted to do just that by wishing to heal that boy."

Hitomi frowned. "I gave him a chance when he had none."

_Your wish was still selfish. And if things don't go the way you want, you'll suffer just as much as Sayaka usually does. Maybe more, given the way you're already thinking._

However, Homura understood what it was like to make a wish that was nominally for someone else's sake but secretly selfish. Hitomi didn't have to go down the same path that Sayaka nearly always took.

"What is your desired outcome here?" Homura asked. "What do you want to happen?"

Hitomi's cheeks turned a little red. "Well…"

"There's no point in acting embarrassed about this," Homura said. "We both already know what's going on. So, answer me directly and be completely honest. My input will be worthless if you aren't."

"I'd like to confess my feelings to him," Hitomi said with a wishful smile on her face. "I'd like him to accept them. He's very handsome and suave, and I want to be his girlfriend."

"It'll be difficult to be amorous with that boy while you're busy taking care of magical girl work."

"I believe I can manage. I doubt I'd be the first to do so, after all. And besides, after everything I've done and will do and after everything that's happened, becoming a magical girl and such…well, shouldn't something wonderful come of it all? I almost feel as though I deserve it."

_That kind of thinking will destroy you._

"Things don't work like that," Homura said. "And so, here's my first magical girl lesson to you: there's no reward for self-sacrifice or dedication of any sort."

"Reward seems such a crude way to put it," Hitomi said. "But in that case, fine. It will have to be a 'reward' for my endeavors."

"What you do in that regard is your business. But I would advise you to tread very carefully. Remember, you're a magical girl now. Any damage you do here might not be limited to hurt feelings."

"Are you implying I'd purposefully harm Sayaka?"

"No, but there's the potential you might unintentionally do so. And any action you take might have other inadvertent effects."

"Yet, you can hardly expect me to remain idle."

"I didn't say that. I simply don't want any unnecessary conflict to erupt over this matter."

_I have enough problems to deal with: Madoka's well-being and what to do with her, Anzu Anzai, Mami Tomoe, and Kyouko Sakura, Walpurgisnacht, and now my new junior magical girl's boy troubles. I need to lighten my workload, not make it worse._

"And just what would you do if someone were to try and come in between you and Madoka?" Hitomi asked, now sounding a little irritated. Clearly, Homura's answers were not what she wanted to hear.

"Madoka and me?"

"You two _are_ dating now, are you not?"

"I'm…not entirely sure what we are."

"You're not sure?" Hitomi raised an eyebrow. "You may want to figure out the answer to that quickly because Madoka certainly seems to think the two of you are a couple. Look at how she greeted you in the classroom."

_Of course, Madoka thinks that. Right from the start, I never made any attempt to stop her from thinking that we were 'special.' I let her tag along with me. I accepted her feelings and even flirted back with her. And then we kissed. Why wouldn't she think we're dating now?_

"We're getting sidetracked," Homura said. She was not about to discuss her unusual love life with Hitomi. That issue was something she had to deal with on her own, no matter what she did.

"Very well," Hitomi said. "Back to the matter at hand, you can understand my position here, right?"

"I can."

_More than you know. I also gave up my soul for the sake of someone else and now don't want to see anything get in the way of that._

"Then, as my senior magical girl, will you support me here?" Hitomi asked.

Homura shook her head. "This isn't something I can take sides on."

"I suppose I can see where it might be difficult for you to do so. You're friends with Sayaka as well. What would you do if you were in my position?"

"It doesn't matter, because I think you've already decided what you're going to do," Homura said. "And you just want me to tell you it's the correct course of action."

"You again show how astute you are," Hitomi said. "And you certainly don't shy away from sharing your honest thoughts."

"As your senior magical girl, I owe you that much," Homura said, figuring she may as well take on the role in her own way. But Hitomi's words had sparked another question in Homura's mind.

What would Mami Tomoe do here? Homura had seen her mediate conflicts before. She was rarely harsh when it came to her precious junior magical girls. She'd no doubt gently admonish Hitomi and then apologize for doing so.

_I'm not her, though. I can't be._

"I appreciate your forthrightness," Hitomi said. "I will wait until Kyosuke Kamijo has returned to school, and confess my feelings to him then. If Sayaka has already done so, then so be it. If not, well, there's little I can do, honestly."

"Are you going to inform her beforehand?"

Hitomi rested a cheek in her hand. "No, I don't think so. She's had ample opportunity to do so already, and this way, she'll get a bit more."

 _Which is meaningless, given what I know of how Sayaka Miki usually handles this situation._ _Perhaps this is for the best. I don't like that it'll hurt Sayaka, but there's no way this ends without at least one person getting hurt. And a normal girl will recover from a broken heart more easily than a magical girl._

A cold and mercenary perspective. But Homura couldn't afford the luxury of lofty ideals. She thought about what she had said to Sayaka yesterday. Would that change how things unfolded? Would Sayaka gain more confidence when it came to her feelings without the troubles of being a magical girl in the way? How would that affect Hitomi? Homura already knew what many magical girls' witches looked like, and she didn't need to add Hitomi's to that list.

_I'm still running blind._

Hitomi took Homura's silence to mean they had finished that topic. "So, one other question for you: what did you mean last night when you said that the wish Kyubey grants is a trick? You indicated it would come true, so I'm at a loss for figuring out your meaning. Do you mean he wasn't as upfront about all the troubles that magical girls face as you've been? I've seen and experienced some of it firsthand myself now, so there is some truth there."

Homura stared back at her.

_Yes, Kyubey is never upfront about all the truths of being a magical girl. And as you discover more of them, you'll find out that each one is worse than the last. And you might find yourself just wanting your existence to end, but then your fate turns out to be much more horrifying than mere death._

"It's difficult to explain," Homura finally said.

"It must be an involved and lengthy topic," Hitomi said. "Would you prefer we table discussion of it for now, then?"

"That's probably for the best."

"Another time, then. Well, with those matters out of the way, let's return. Class will be starting soon. And I believe the longer we make Madoka wait, the more irritated with me she'll become."

They made their way back in silence. Hitomi wore a soft smile and greeted people they passed by. When they reached the classroom, Madoka immediately ran up to Homura and began chatting to Homura about the cell phone game she was still into. Homura listened and politely nodded, racking her brain for details of the game from back when she had played it. Madoka insisted that Homura needed to start playing it, and Homura replied she would give it a try.

_If it makes Madoka happy, why not?_

Sometime after the bell rang and class began, Homura's mind began wandering way from her new junior and back to the previous day and the time she had spent with Madoka. She put her hand to her mouth and recalled the feeling of Madoka's lips softly pressing against hers. As numb as Homura often felt, nothing in the world had made spirits soar quite as that had. A small smile came to her face as she recalled it.

_I can't hurt Madoka, no matter what. So, I can't end what we have going on. There's got to be a way I can remain with her and still keep her alive when Walpurgisnacht comes._

Maybe that was selfish thinking. Perhaps it would only lead to more disaster. But ultimately, Homura loved Madoka so many senses of the word that she couldn't change course, especially now. Hitomi might have understood that, but Homura wasn't about to share all that with her.

When their morning classes ended, and the lunch bell rang, Homura quickly pulled Hitomi Shizuki aside. It was time to give her junior magical girl a mission, even if it would seem like a minor one to her.

"I have a job for you," Homura said. "This afternoon, stay close to Sayaka and Madoka. Make sure that both Kyubey and other magical girls keep away from them."

"What about you?" Hitomi asked. "Where will you be?"

"I'm leaving school and going after Anzu Anzai."

"Do you know where to find her?"

"I have a good idea, yes."

"Are you going to take her on alone? Perhaps I should accompany you."

"I would have expected you'd be more interested in going to the hospital to visit Kyosuke Kamijo and check on his recovery," Homura remarked.

"I certainly am, but…"

"You still can do that. Just take Madoka and Sayaka with you."

Hitomi didn't look enthusiastic about that idea. She glanced at Madoka and Sayaka before turning back to Homura. "I don't mind Madoka tagging along, but Sayaka…well, she might make things awkward."

"You'll have to deal with it," Homura said. "Remember, if you want to prevent Sayaka from making the wish you don't want her to, then you'll have to make sure she doesn't run into Kyubey."

_Secrets, lies, and manipulation. I've taken up some strange tools since becoming a magical girl. Of course, those are Kyubey's tools as well, so it naturally follows._

"She's going to wonder how he miraculously recovered," Hitomi said.

Homura nodded. "Very likely."

"What should I say if she asks me?"

"You'll have to figure that one out on your own. Divulging too much would be problematic, but if you're too cagey, she'll no doubt grow suspicious. Improvise."

"Very well. What should I do if we encounter…" Hitomi lowered her voice. "Anzai-san?"

"Run. Protect Madoka and Sayaka as best you can. As I said last night, get near a large crowd. If nothing else, you can lose her in it. Contact me as quickly as you can."

Hitomi fidgeted. "She's that deadly, then."

"She's worse. Trust me on that. But I'll deal with her."

"Are you certain I shouldn't come and help you against her?"

"No. You'd only get in the way. I can't protect you and fight her at the same time."

Hitomi's shoulders slumped. "You're making me feel useless, Homura."

"We both have parts to play. Your task is essential too."

_And more important than you realize. I'm entrusting Madoka to your care while I turn my back and focus on something else. I hate doing that, but I can't afford distractions while I take on Anzu._

"What about those other two magical girls?" Hitomi asked. "That older girl and her red-haired friend, I mean. What should I do if we run into them?"

"Avoid them as well. Don't approach them."

"Will they come looking for a fight? That red-haired girl seemed very prone to violence."

"If you don't provoke them, they shouldn't attack you."

Homura was mostly sure that was the case, anyway. Hopefully, Mami Tomoe could temper some of Kyouko Sakura's worst tendencies.

"Are you going to have to fight them as well?" Hitomi asked. "Are _we_ going to have to fight them?"

"It shouldn't come to open conflict with them," Homura said. "At least, I hope not. I think we can reason with them."

"How are you so familiar with all these different magical girls?"

"By reputation. Don't worry about any of them, however. Just leave them to me."

"You're taking on so much by yourself."

"That's my role."

"And mine is to help you," Hitomi said. "Can't I take on some of these burdens for you?"

"You already are. The others are for me to carry."

Hitomi looked down then back up. "Homura, as your junior magical girl, perhaps it's not my place to say so, but please don't push yourself too hard or take unnecessary risks."

Homura peered back at her. "You're right. It isn't your place to say something like that."

"I mean it all the same," Hitomi said. "For all our sakes. Yours, mine, and Madoka's."

Homura sighed. She was through with this conversation, and time was wasting. "Watch over Madoka and Sayaka. I'll come and find you three as soon as I deal with Anzu Anzai."

With that, Homura turned and started down the stairs, ruminating on Hitomi's words.

It was up to Homura to take care of most things in the end. There was nobody else who could. Too many different problems arose when it came to magical girls, and Homura couldn't allow them to block the path to her goal.

_Make one mistake, and everything collapses like a house of cards. That's happened before, and it can happen again._

She pushed all that out of her mind. It was time to focus on Anzu Anzai, the troublesome anomaly. Homura had a plan, and she had the necessary weapons for dealing with a magical girl who could make illusions of herself. And she knew where she'd likely find her enemy. It seemed like everything had fallen into place.

_With luck, Anzu will be dead by this evening._

Homura shook her head. That kind of thinking was useless. She had to depend on her skill and experience. When had luck ever been on her side?

**Notes for the Chapter:**

> Author's Note: Updates might be slower for a bit. I'm dealing with a lot of real-life stuff (school and otherwise) that has cut into my writing time. I am not abandoning the story, however. I am going to keep working on it.


	18. Hunting

**Notes for the Chapter:**

> This chapter contains references to a few things some folks might find disturbing: suicide, murder, and potential assault.

Homura craned her neck up at the building in front of her as she waited for the walk signal to change. The hotel across the street from her was tall, towering over even some of the apartment buildings and business skyscrapers nearby it. Foreign tourists stayed here – those who could afford it, anyway – as well as wealthy executives who would settle for nothing less than "luxury" when it came to their accommodations. The hotel catered to the rich and powerful.

And yet, it also counted magical girls among its guests at times.

Homura had exchanged her school uniform for a worker uniform from a take-out restaurant. It occurred to her that while Kyubey had told her Anzu stayed at this hotel, Homura had no idea what room. Disguising herself as a delivery girl would arouse much less suspicion and enable her to find out where exactly Anzu was. She carried a box lunch she had stolen from the same place her uniform came from. Sure, someone would miss out on their meal, but they could always get another. And Homura needed it more than they did. The smell coming from it was tempting – some kind of chicken and vegetable mix – but Homura had to focus on the task at hand.

_If I have to do this all again and encounter another anomaly, I'll proceed with more caution and figure out more quickly if they're a threat. I won't let it come to trouble again._

Homura remembered another anomaly, a magical girl named Asato from Shimanto, who had also shown up in only one timeline. She hadn't been hostile. Instead, when Homura met her at the Mitakihara hospital, she had been depressed and despondent. Homura had quickly learned why: the day before, her best friend had turned into a witch, forcing Asato to destroy her. Asato had been on her way to some city where she'd heard that 'magical girls could be saved,' desperate to bring her friend back. On the way, she had passed out after fighting a witch. Someone had discovered her, and paramedics whisked her away to the Mitakihara hospital.

She had recognized Homura as a magical girl immediately, and they had talked some. In the end, Homura had offered her a deal: if she would stay and help fight Walpurgisnacht, Homura would go with her afterward and do her best to see if there was any way to help her friend.

_That girl was hurt and vulnerable, and I manipulated her into helping me, knowing full well it was unlikely I could do anything for her._

Perhaps glad to have something to distract her, Asato had agreed. Her whole demeanor changed after that. She turned upbeat and happy, fighting witches alongside Homura. She wielded a megaphone, a silly-looking weapon, but Homura couldn't deny she used it effectively. She could also temporarily strengthen and rally other magical girls, leading Homura to wonder what exactly she had wished for (though she had never asked). She constantly acted cheerful, annoyingly so at times. Homura suspected it was partly a facade she put up to hide her grief over her lost friend.

Sometimes Asato looked up cheerleading videos on her phone and showed them to Homura, even though Homura never expressed any interest in them. Other times, she'd simply stare at her phone sadly, flipping through things on it in silence. During those times, she never showed whatever it was she was looking at with Homura, but Homura could figure it out well enough.

_She was looking at things that reminded her of her friend, pictures, and old messages. She'd never have shared those with me. They were for her and her alone._

With Asato helping her, Homura had managed to keep any major trouble from starting. Mami Tomoe didn't die, Kyouko Sakura didn't pick any pointless fights, and Sayaka even avoided becoming a witch. Nobody except for Homura and Asato knew the truth about witches, and everyone had been getting along. Surely, the five of them working together could destroy Walpurgisnacht. It all seemed too good to be true to Homura, but she started to hope that maybe, just maybe, that girl was the key to finding the single timeline where Madoka didn't perish.

Of course, it _was_ all too good to be true. And things turned wrong in a flash.

This whispering witch didn't appear in most timelines, and that was the first instance it had ever shown up. Asato, Mami Tomoe, and Sayaka Miki had gone to destroy it. Homura, busy watching over Madoka, didn't go with them and had no idea what it was capable of at the time. She hadn't even known anything was wrong until Kyubey had found her and Kyouko Sakura and told them that the three girls were fighting.

When Homura and Kyouko had entered the labyrinth, they saw the effects of the witch's magic and the resulting disaster. Mami Tomoe had gone into an unstoppable frenzy, killing Sayaka and nearly killing Asato, who only survived that fight due to Homura and Kyouko's timely arrival. Kyouko had done her best to hold Mami off while Homura destroyed the whispering witch. That brought Mami Tomoe and Asato back to their senses and ended the magical girl infighting.

It was all too late, however. Asato had used up all of her magic trying to fight Mami and turned into a witch shortly thereafter. Her witch then killed Kyouko, already injured from her struggle with a berserk Mami. Mami Tomoe, in turn, had experienced a complete mental breakdown following everything that had occurred – Sayaka and Kyouko's deaths, along Asato becoming a witch – and committed suicide by smashing her soul gem.

In the space of a few hours, Homura went from four reliable allies to none. She had battled Walpurgisnacht alone, and Madoka had intervened and perished. Homura reset the month after yet another failure. She had been naïve to think some random magical girl could suddenly appear and solve everything for her.

Homura had never met Asato again. In a later timeline, she offhandedly asked Kyubey about her. Kyubey, while suspicious about how Homura even knew of her, informed her that she perished fighting a witch in her hometown. Homura knew exactly what witch it was.

_In almost every other timeline, she wasn't strong enough to kill her best friend's witch and joined her in death. Or maybe she occasionally went to that city she mentioned, found that she could do nothing, and collapsed into despair. The results are the same either way. It was a roll of the dice if she survived or not, and the odds must have been overwhelmingly against her._

It had been a powerful lesson, however, reminding Homura that she had to fix things herself. She couldn't depend so much on any other magical girl to destroy Walpurgisnacht and save Madoka. It also served as a reminder she had no idea how easily any other magical girl might turn into a witch, which was all the more reason to keep Mami Tomoe away from any strange ones. She was too fragile to handle the most awful truth of being a magical girl.

Homura blinked as the walk sign changed again. That was all the past. Asato was gone, and now Homura had to deal with another anomaly, one infinitely more troublesome. She took a deep breath and made her way into the lobby of the hotel.

The hotel lobby was open and lavishly decorated, with fluffy chairs and couches sitting on a polished marble floor. Homura had been here before in previous timelines, so she was familiar with its layout. The patrons ignored Homura. She was just delivering food, so why should they have paid her any mind?

The desk clerk fell for Homura's "delivery girl" act easily and provided her with Anzu's room number. Homura stepped into a restroom, transformed, and froze time. She left the boxed lunch on a table in a room behind the front desk. Whoever came across it was welcome to it. She made her way up the stairs and pulled an employee keycard – an acquisition from a previous timeline when she had come here often – from her shield. Thankfully, it always worked.

On the thirteenth floor, she made her way down the hall to the room that Anzu was staying in. Keeping time frozen, she unlocked the door and slowly pushed it open. When the crack was wide enough, she stepped through, pulling a tear gas grenade from her shield as she did. She also had a few canisters of homemade nerve gas she cooked up from online instructions but didn't want to use those with other people nearby unless she had no other choice.

She glanced around, quickly taking in the room. It had the normal furniture one would expect to find: a large soft-looking bed, a table and some chairs, a desk, a door that led to the bathroom, and so on. The far wall was nothing but a window and overlooked the Mitakihara River and the bridge from which Homura had tossed Kyubey.

Otherwise, it was empty.

There was no sign of Anzu in the hotel room. Had the desk clerk given her the right one? There was no reason for him to have lied. Homura slowly made her way into the room. If Anzu was hiding in here, Homura didn't want to accidentally bump into her and stop time for her too. She could gas the room (her weapon of choice for dealing with Anzu), but she couldn't tip her hand too early and reveal herself. And she couldn't give Anzu a chance to use her illusion tricks.

After a thorough search of the room and the bathroom, Homura decided it was indeed empty. She kept time frozen and picked up the only item Anzu must have left – a small brown backpack. Homura opened it up and examined its contents. At the top was a green notebook. She pulled that out for later study then checked what Anzu had. She half-expected to find the other magical girls' soul gems in there but didn't spot them.

Instead, there was an assortment of knick-knacks inside. There were a few things that Homura would have expected a teenage girl to have – a hairbrush, a makeup kit, and a little plush bear – but several things that seemed odd and out of place. There was a broken cell phone with a cracked screen, clearly beyond repair. Next, Homura pulled out a pair of dark rectangular glasses. Were they Anzu's? They didn't look like something a girl would wear. There was a dried red splotch one of the lenses. Under the glasses, she found a folded piece of paper. She unfolded it and saw that it was a schedule of subjects for a cram school on the other side of Mitakihara. There was a splotch of red on it too.

_That's not ink. That's something else._

Homura looked at the other items again, the hairbrush in particular. Examining it closely, she noticed that the hair in the hairbrush wasn't green like Anzu's was. It was blue. This wasn't Anzu's hairbrush, but someone else's. And when Homura examined it in the light, she noticed a spot of blood on the handle.

_What is she doing with all these things? Where did she get them, and why does she keep them? And why is there blood on all of them?_

Homura had an awful feeling about all this. Her stomach turned a little queasy. She picked up the notebook, opened it, and saw that it was a journal of sorts. She flipped through it. There were sketches of people, but Anzu had written entries here and there as well. Homura began reading.

_My wish didn't fix everything. People still laugh at me. I hate it._

_But now that I'm a magical girl, I can punish them if I want to._

_Two girls in my class made my life a living hell. They tripped me, pulled my hair, laughed at me, and called me names. But they won't do any of that ever again. They followed me when they shouldn't have, and that familiar got them. Good riddance. It even turned into a witch afterward. Kyubey told me that happens when a familiar eats enough humans._

"Did she let that familiar kill her classmates so that she could get a grief seed?" Homura wondered. It wasn't unheard of for magical girls to do such things. Homura read on, skimming mostly, trying to find anything that might help her.

_There are three other magical girls here in Kyoto. They're all older than me. Two of them go to my school. One of them uses a bird for a weapon, the other a boomerang. There's a high school girl who's been a magical girl for a long time and fights with a shovel. She thinks very highly of herself and bosses us around. She told me there are some truths about magical girls that I'm not ready to know yet. I don't like her. I asked Kyubey what she meant, and he said he couldn't say._

"That other girl must have known about witches," Homura said to herself.

_While I was walking to school, a man in a navy suit asked me if I wanted to go with him and have some fun. I followed him for a bit while he chattered about nothing and gave me funny looks and weird smiles. He said I was "cute" and "pretty." He asked me if I wanted him to buy me something sweet. When we were alone in a hotel room, he grabbed on to me, so I transformed. The look on his face was kind of funny. With his mouth hanging open, I plunged my knife into this throat. I don't know why. I just suddenly felt like doing so. He choked and spluttered and–_

Homura skipped ahead, not wanting to read the gory details of Anzu's murder. Even she had her limits.

_I enjoyed it, but it felt like a waste to me. If familiars turn into witches when they eat humans, then that's what should have happened to that man. I'll remember that for next time. I wonder if his death will show up in the news. I guess it doesn't matter. I took his broken phone with me, though. Again, I'm not sure why. I just wanted to keep it._

Homura shook her head. Even if that man clearly hadn't been up to anything good, it sounded like Anzu had killed him merely on a whim. Ordinary humans were no match for magical girls, and Anzu could have avoided that situation altogether. Everything about what Anzu had written made her stomach churn.

_I followed Shovel Girl into a labyrinth today. She mocked me and said I was strange. She laughed and laughed until I finally lost my temper as we reached the witch. Without a word, I pushed her right into the witch's jaws. I hope she regretted laughing at me as the witch ate her, but she was mostly screaming. Her bones crunched, and–_

"Ugh." Homura skipped ahead again, shaking her head in disbelief. In addition to the two soul gems she had taken, Anzu had killed another magical girl. She had so many things wrong about her, more so than any other magical girl Homura had ever met. Every little thing Homura found out seemed worse than the last.

_Bird Girl and Boomerang Girl blamed me for Shovel Girl's death. I don't know how they found out about the circumstances, but it doesn't matter. They both flew at me at the same time, and we fought. I knew what they were both capable of, however, and took them both down._

_A magical girl without her weapon is a dead one._

_A magical girl without her weapon is a dead one._

_I stabbed them both until they stopped moving. Their soul gems still shined, so I took them with me and ran. They're mine now, reminders that I won, that I was better and stronger. I asked Kyubey what I should do with them, and he said he didn't have input there. Typical._

Homura rubbed her chin. "She took those magical girls' soul gems as trophies."

Then it dawned on her. The random trinkets in Anzu's backpack were probably trophies as well. Were they all from people she had killed?

Homura shuddered in disgust and regretted touching them. She looked back in the notebook.

_Someone found Bird Girl and Boomerang Girl's bodies and reported their deaths to the police. They're bound to come after me. I've decided to leave Kyoto and make for that city Kyubey mentioned, the one he can't enter. I'm very curious as to what's going on there. Nobody will notice that I'm gone. Nobody can follow me. I can't have that._

"That's why you were nervous when I mentioned the authorities the other day," Homura said. "You're worried about them linking you to the crimes you've committed."

_I was cutting through Mitakihara and Kazamino today when I found a witch in a building. I killed it, and then two other magical girls showed up. One of them was a terrible red-haired girl who laughed at me. I was going to fight her, but she and her friend ran off before I could do anything. I might stay here for a while. Kyubey told me there's a powerful witch that's likely going to appear here. I'd like to see it. I wonder what sort of grief seed I'd get from it._

Homura shook her head. Was this girl seriously thinking of fighting Walpurgisnacht herself? Impossible. Walpurgisnacht would destroy Anzu, not that the world would suffer any significant loss from her death. The entries weren't dated, but Homura figured that the other two magical girls were Mami Tomoe and Kyouko Sakura. That explained how they knew Anzu. She continued reading.

_I found a loose familiar in a park this evening. There was a lady in a business suit that I left for it. Then I went to find it more food. I convinced a high school girl to follow me. But when we got back to the park, the familiar and the lady were both gone. I couldn't believe it. How had that happened?_

_I took out my anger and frustration on that high school girl._

"Nakazawa's sister," Homura whispered, thinking of the cram school schedule and remembering what Rika Tanaka had told her and Sayaka in the classroom.

Then she realized what else Anzu had been doing. She purposefully fed humans to familiars to get them to turn into witches. That's what she had done to those girls in her class in Kyoto, and she was doing it in Mitakihara too. Homura knew a lot of magical girls would simply avoid slaying familiars, seeing it as a waste of magical energy, and simply allow them to continue killing humans until they grew into witches. Kyouko Sakura was one such magical girl, which made Homura wonder just how she and Mami Tomoe handled that. However, Anzu was the first magical girl she'd encountered who would actively attempt to get familiars to kill humans and turn into witches to get a grief seed from them.

"Sick," Homura said to herself. "Everything about this girl is sick." She turned to the last entry in the notebook.

_I met a third magical girl today. I recognized her immediately from the ring on her finger. She was a pretty girl with raven hair and haunting eyes._

_I hate pretty girls._

_While we were talking, that horrible girl with the red hair and the hyena laugh showed up, along with her friend. She made fun of me again. I wanted to hurt her, but Kyubey was there too, and he warned me that attacking her would unite the other three magical girls against me, and so I just left. I shouldn't have listened to him. What does he know?_

_I can't leave this city until I've done what I came to do._

_Later, I met a boy, a handsome older boy with glasses. I went walking with him, held his hand, and kissed him. He held me like I was his girlfriend. Old Anzu never got to do anything like that. When I informed him that I was a magical girl, he said I was too old to play pretend and laughed at me. He didn't believe me when I told him I wasn't lying._

_I had to prove to him that he was wrong. He won't laugh anymore._

_Kyubey visited me. We talked about those other magical girls. Kyubey said they'll likely come after me. Let them. I can fight them. He said they already don't trust each other and that I could drive a wedge further between them if I wanted to._

_Schemes like that are boring._

_I told Kyubey I was going to fight that red-haired girl. He said the dark-haired girl is more of a threat and that she might team up with the other two at any time. I told him I didn't care about her. Kyubey said I was too impulsive. He said if I went after the dark-haired girl, he'd tell me about the red-haired girl. I want to get back at her for laughing at me._

_Fine. I will hunt them both if that's the way it has to be._

_I am a wolf among sheep. But the other wolves are watching me now. And they're laughing. I need to gouge out their eyes, tear out their fangs, and declaw them. Then everything will be fine. Afterward, I'll destroy this powerful witch myself._

_A magical girl without her weapon is a dead one._

_A magical girl without her weapon is a dead one._

_A magical girl without her weapon is a dead one._

"Mindless dribble," Homura muttered, closing the notebook. "Almost painful to read." But it had been enlightening, and some things made a little more sense now.

Anzu wasn't just dangerous to other magical girls – she was a threat to civilians as well. And civilians were in even more danger from her. Aside from being weaker and slower, few would suspect a teenage girl of being a cold-blooded murderer until it was too late. Anzu hadn't been caught so far, but if she were, it would be ugly. The police wouldn't be able to do anything about her. She'd just kill them or fight until her magic ran out, turn into a witch, and kill them anyway.

In the end, only another magical girl could end this threat. And with the other magical girls in Mitakihara too weak or otherwise occupied, it fell to Homura to do so. Anzu had murdered too many people already, and someone needed to stop her.

"A magical girl serial killer, that's a new one," Homura mused as she put the notebook and Anzu's disgusting trophies back into the backpack and locked the clasp. "And top it off, Kyubey's manipulating her. That thing does its best to manipulate all magical girls, though. And now Kyubey is trying to send her after me too. That thing is always plotting."

Kyubey. Homura pictured that wretched creature's smiling face and red eyes in her mind.

_Did you know what kind of monster you were unleashing on the world when you made a contract with this girl? Would you have even cared if you did?_

No, of course not. And now a vicious fiend stalked Mitakihara, one that had too much power and was driven by psychotic urges.

Homura had seen a lot of death and had dealt her share of it as well, but this was the first time she could recall feeling unclean, a gross feeling that all the baths in the world wouldn't fix and thinking about the things that Anzu did made her skin crawl even more. Her stomach clenched, and there was a slight ringing in her ears. She rubbed the back of her neck uncomfortably, trying to make the feeling go away, but it lingered.

She unfroze time and leaned back against the far wall of the hotel room. She'd wait patiently until the hotel door opened. When it did, she'd gas Anzu, snatch her soul gem, and smash it to pieces. If she was already in her magical girl form, then fine. Homura would still gas her, but then pull out her assault rifle and riddle her enough bullets to hit wherever her soul gem was on her body. Her illusions wouldn't be affected by the gas, but they would force her out of hiding. If worse came to worse, Homura could use the nerve gas, but that was a last resort. She didn't want to draw too much attention or harm innocent bystanders. And the more she had to do, the greater the risk. And using guns in the hotel was bad enough as it was.

As she waited, her mind wandered. She thought of Madoka, who was Anzu's opposite in every conceivable manner. She wished she could see Madoka right now. She thought back to her and Madoka standing by the inverted fountain, embracing, kissing. A pleasant, warm feeling swelled up in her, but it didn't entirely overwrite the revulsion of what she had found about Anzu Anzai. She concentrated even more. No, it was no good. Her own memories were no replacement for actually seeing Madoka, actually being with her and feeling Madoka's hands touch hers.

The light in the room shifted as the sun moved, but Anzu didn't show.

Finally, Homura decided this was useless. She wasn't sure how much time had passed – maybe a few hours or so – but it was clear that Anzu wasn't going to show up anytime soon. She was out hunting witches or perhaps still recovering from the damage Homura had inflicted on her the previous night. Maybe Kyubey had tattled on Homura after all, and Anzu was hiding somewhere else, anticipating Homura coming after her. Of course, after what she had pulled in the warehouse, she'd have been a fool not to expect Homura to come after her.

_I'll have to catch her next time. I need to make sure that Hitomi, Madoka, and Sayaka are safe. I've spent too much time here already._

The hunt hadn't been a total loss – Homura had found some things out about her enemy, after all. And her resolve had hardened. Anzu had to die, and Homura had to be the one to kill her.

Or did she? As Homura made her way down the hotel hallway, she wondered if maybe Kyubey's suggestion to enlist Mami Tomoe and Kyouko Sakura's help with Anzu had been the best option after all. Mami Tomoe would be aghast at what Anzu had done. Kyouko Sakura's moral compass had probably been recalibrated if she was working with Mami, and she'd probably not be happy with it either.

_They're dealing with something else, though. And Asato turned into a witch and freaked out Mami Tomoe. I can't risk that happening with Anzu as well, not if I'm going to bank on Mami Tomoe assisting with Walpurgisnacht._

She sighed. That was no good. It was all on her. She thought of what Hitomi said, about taking on too many burdens, but she couldn't help it. There was nobody else who could.

She exited the hotel and headed for the Mitakihara hospital once again.

* * *

The Mitakihara hospital again.

Homura sighed as she made her way down the upstairs hallway. If she had her way, she'd never return to this place. But some things simply couldn't be avoided. Nurses and doctors and other visitors brushed by her. The hospital seemed busier than usual.

Homura could hear Hitomi's voice from behind the door into Kyosuke Kamijo's room. She had her hand on the handle when a nurse passed by and noticed her.

"Oh, going to visit that boy?" the nurse asked. "I'm sure he'll be happy. First, he's recovered, and now a lot of pretty girls are visiting him." She chuckled. "He must be very popular with you all."

"Sure," Homura replied, not even bothering to address the rest of the nurse's words. At least that meant Sayaka and Madoka were still here and that nothing bad had happened.

Kyosuke's room was large, with shelves lining one wall and a large hospital bed next to a window on the far side across from the door. Hitomi sat in a chair next to Kyosuke's bed, while Madoka sat on another chair against the wall. Sayaka didn't sit but instead leaned against on the far walls. She nodded at Homura in greeting. Kyosuke sat up in his bed. He bore no bandages and showed no signs of the injuries he had suffered.

Hitomi had gotten her wish.

"Homura-chan!" Madoka cried happily, leaping up and latching on to Homura's arm again. "I missed you!" They had just seen each other that morning, but Madoka acted like it had been weeks.

"Hello," Homura said. What was she supposed to do in this situation? She gently patted Madoka's head. Madoka made a satisfied "Ehehe" sound and grinned at her. Apparently, that was the correct response.

"Ah, Homura," Hitomi said. "Welcome!" She turned to Kyosuke. "This is Homura Akemi, a friend of ours. She's a recent transfer to our class, so you'll see lots of her when you're back. Homura, this is Kyosuke Kamijo."

"Hello, Akemi-san," Kyosuke said with a small wave. "Welcome. Thanks for coming to visit me."

"Pleased to meet you," Homura said back with a bow even though she had met this boy before. Some small things about him changed over the various time loops, but no matter what, he was always injured and staying in the hospital. "Madoka told me about what happened to you. You're looking well."

"Yes, I was pretty badly hurt, but late yesterday, all the pain suddenly went away," Kyosuke said. "It's like a miracle."

_I bet._

"I see," Homura said. "I'm glad to hear it, then."

Kyosuke turned his hand over. "I can use my hand normally, and I can even walk okay, though I'm trying to go slowly since I've spent so much time bedridden."

"Isn't that wonderful, Homura?" Hitomi asked, smiling. "He'll be able to return to his music as well."

"Indeed." She glanced over at Sayaka, leaning against the far wall and watching Hitomi and Kyosuke with a sullen frown.

_I guess not everyone thinks so._

She wondered what had happened. She looked at Kyosuke, his calm demeanor, and short dark-ash hair. What was so remarkable about him that Hitomi and Sayaka were both so smitten? Was it that he was a musician? Homura simply didn't get it. Then again, many folks might not have thought Madoka was special when, to Homura, she was more special than anyone else in existence.

"Did you finish the errand you went to take care of?" Hitomi asked Homura.

"There were complications," she said, refusing to divulge any more in front of the other three people present. "I'll have to take care of it another time."

"Oh," Hitomi said, her eyebrows furrowing with worry.

"What were you off doing?" Madoka asked. "I asked Hitomi where you vanished to after lunch, and all she said was that we'd see you later." She rested her head on Homura's shoulder. "I missed you, Homura-chan."

"Just some personal business," Homura said. "Don't worry about it."

"But, I always worry about you!"

"You two seem very close," Kyosuke remarked.

"We're a couple!" Madoka said, beaming.

Homura, for once, was grateful for the subject change. "Yes, that's right."

_If this is how things are going to be, I may as well roll with it. It makes Madoka happy, after all. See, Hitomi? I'm listening to your advice. Maybe you'll listen to mine._

"Spring is the season for such things," Hitomi said. She turned to Kyosuke and batted her eyes some. "Don't you think so?"

Kyosuke shrugged. "Sure, I guess."

Sayaka coughed loudly but said nothing. Homura peered at her, but her gaze remained locked on the boy in the hospital bed and the girl sitting next to him. She wore an uncomfortable expression, like someone experiencing severe indigestion.

Hitomi returned to chatting with Kyosuke. Homura, meanwhile, leaned toward Madoka and lowered her voice. "What's going on with Sayaka?"

"Uh, she and Hitomi had a small disagreement earlier," Madoka whispered back into Homura's ear. "And now they're kind of annoyed at each other."

Homura rubbed her temples, feeling another headache come on. She didn't need this.

"Don't worry, Homura-chan," Madoka said quietly. "We're all friends, and sometimes friends get on each other's nerves. It happens."

"What are you two whispering about?" Sayaka asked, finally speaking up.

"Ah, nothing!" Madoka exclaimed, detaching one hand from Homura and waving it in surrender.

Sayaka raised an eyebrow at Homura. "With you two, I'd normally guess it's something lovey-dovey, but if that were the case, Madoka's face would be red."

Homura looked back at Sayaka. What would Mami Tomoe do here? How would she keep the peace and make sure everyone remained friends?

"I thought that perhaps we shouldn't bother Kyosuke Kamijo too much," she said. "He undoubtedly needs rest if he's going to return to school soon." In the end, the easiest solution was to get everyone away from the primary source of trouble.

"Hopefully tomorrow or the day after," Kyosuke said. "They've run all the tests and found nothing else wrong. Honestly, the sooner I get out of here and back to a normal life, the better. I don't like spending time here." Homura could sympathize.

"All the more reason for us to give you some space," Homura said. She would put off the problem of this love triangle until the fateful day when Hitomi had declared she would confess her feelings.

_After that, who knows what will happen? I'm sorry, Sayaka. This will hurt you, but you won't suffer nearly as much as you usually do in this situation._

Homura still felt like a horrible friend. Between that and her earlier disgust at discovering what kind of monster Anzu Anzai was, it had been a day for those sorts of negative feelings. In other timelines, she had seen Sayaka suffer, turn into a witch, and even perish at the hands of other magical girls – Mami Tomoe's, Kyouko Sakura's, and even Homura's – but she never quite get accustomed to it. She wasn't Anzu, after all.

"It's no trouble–" Kyosuke started, but Madoka cut him off.

"Homura-chan is right." Madoka looked from Sayaka to Hitomi. "We'll get to see Kyosuke at school. "We don't need to hover over him, and it's probably pretty noisy with all of us here anyway."

"Then maybe just a few of us should leave," Sayaka said, looking at the other three girls. "I still have a CD that Kyosuke and I were going to listen to."

"I don't have any lessons tonight," Hitomi said. "So, I'll remain as well." She turned to Homura. "That is unless we have some work to do?"

"What sort of work?" Kyosuke asked. "Homework?"

"Just some extracurricular activities Homura and I are involved in," Hitomi said.

"Not tonight," Homura said. Hitomi already had a grief seed from the previous night, and it would last her for a while, especially if she wasn't out fighting witches and taking on other magical girl activities. If worse came to worse, Homura could always provide her with another. She had plenty to share, after all. "Tomorrow."

Yes. Tomorrow a witch would appear that Homura could take Hitomi to fight for practice. That was another one whose appearance never varied across the timelines. If Hitomi was going to be of any help, she needed to practice fighting something, ideally not one of the other three magical girls in the city. There wasn't much time until Walpurgisnacht attacked, but maybe she could get enough experience to help.

"Very well, then Sayaka and I shall visit for a while longer," Hitomi said. Sayaka's lips turned into a thin line, but she said nothing.

"Let's head off, Homura-chan," Madoka said. "You and I can go on a date together."

Sayaka's sour expression finally broke, and she burst out laughing. Hitomi politely chuckled, and Kyosuke half-smiled.

_Good. At least we're amusing. Thank you, Madoka, for easing the tension in the room, even if it comes with our embarrassment._

"There are some other things I'm going to need to take care of," Homura said. "But I'll walk you home." If Hitomi and Sayaka were going to remain here, so be it. Homura would have to trust that her junior magical girl would handle this situation sensibly and maturely. She and Sayaka were friends, after all. As for the other troubles, well, those would have to be dealt with the next day or the day after.

"I have to get my daily Homura-chan time in," Madoka said as they rode the elevator down. She still hadn't let go of Homura's arm. "It's like drinking water. You need your daily recommended amount."

"I see."

"Yep. This will recharge me."

_Your metaphors are all over the place, Madoka. But they're cute and charming._

At the same time, Homura couldn't match Madoka's contentment at the two of them being together. Too many things weighed on her mind again. They walked in silence out of the hospital, Homura mostly staring at nothing and barely watching where she was going. She didn't need to, as Madoka was almost dragging her along. Her silence, however, didn't go unnoticed.

"What's wrong, Homura-chan?" Madoka asked. "You're very quiet."

"Nothing."

Madoka shook her head. "No, there's something. I can tell. We have a special connection, after all."

Homura looked at Madoka's gentle pink eyes. She had nobody to confide in. Maybe, just maybe, she could try confiding in Madoka a bit. "I'm just a little…worried, that's all."

"Worried?"

"Yes."

Madoka pulled her away from the main footpath that led back to the street to the bench that they had sat on the other day while they had waited for Sayaka and Hitomi, the same bench upon which Homura and Sayaka had their heart-to-heart conversation about Kyosuke's condition.

_I'm sure seeing a lot of this bench in this timeline._

"Sit," Madoka ordered, pointing at the bench.

Homura shook her head. "No, you should head home, and I should–"

" _Sit_." The single word was firm. Homura decided to indulge her. It was rare for Madoka to be so curt.

Homura sat on the bench, and Madoka snuggled up to her.

"What's got you worried, Homura-chan?"

"Just things."

Madoka put her hand over Homura's. "What things?"

"I can't go into detail."

"Sure, you can. You can trust me, Homura-chan. You're special to me. Important. And I hate seeing you upset."

"I don't want you involved in it, though."

"Ah, I see." Madoka wrapped her arms gently around Homura. "It's those other magical girls again, isn't it? That older girl, her red-haired friend, and that green-haired girl too. They're still giving you trouble, aren't they?"

Finally giving in, Homura embraced Madoka back and rested her head against her shoulder. Her voice cracked a little when she spoke. "Yes."

"Poor Homura. There, there."

Madoka gently rocked her, like a mother would her child, stroking her hair all the while. For some reason, this felt even more intimate than when they had kissed. Maybe because they were so physically close, pressed together like that? Perhaps because Madoka was comforting her? Or maybe it was because Homura had decided to show a rare moment of weakness to Madoka, something she was sure she'd regret later.

It could have been any or all those reasons. But whatever it was, Homura didn't want that moment to end. Everything terrible she had felt that day – her unnerving findings about Anzu, her worries about Hitomi and Sayaka – seemed to melt away like snow under a sudden heatwave. Her heart grew lighter, a rare instance of calm in the tumultuous timelines she endured. The fog inside her head cleared, fog she hadn't even been aware of.

Madoka had earlier spoken of recharging. Her actions here, however, recharged Homura. She loved Madoka, true, but suddenly Homura wasn't sure if the word 'love' caught every nuance of her feelings.

"Thank you, Madoka."

"For what?"

"For this. For being you. For being here with me."

"Oh. Of course, Homura-chan. We can stay here as long as you like."

That wasn't realistic. If they stayed there as long as Homura wanted, they'd have never gotten up from that bench. Eventually, this would end. Homura would need to return to her work. She'd have to go and procure more weapons or try to hunt down Anzu again or seek out Mami Tomoe and Kyouko Sakura. All of those could wait, however, while Homura held on tightly to this one moment with Madoka. For a time, there was nothing else in the world except the two of them sitting on this bench outside the hospital.

_I have to keep her safe. I have to save her, no matter what._

**Notes for the Chapter:**

> I'm sorry that this one took me a while. I've had a lot of real-life stuff come up, school and otherwise. Not to get into any great detail, but I got really sick. On the plus side, it wasn't COVID, but on the downside, it was strep throat (which I at first thought was COVID). Ugh. Hopefully, with all that behind me, I should be able to return to a reasonably regular schedule.
> 
> This was also a difficult chapter to write. Originally, there was going to be an in-between chapter from Anzu's perspective where a lot of what was revealed in this chapter showed up, but I felt like that would break up the Mami-Homura flow that I had going. And this gave me a chance to work in a bit more with Homura anyway.
> 
> I'll continue to keep working on the story, of course. I'm not going to simply leave it hanging. I think there are about eight more to go, split between Homura and Mami, in order to finish up what I've outlined.


	19. A Storm in Her Hand

A few blocks away, Mami could spy the towers of the Sakura church. Its silhouette was dark against the sunset.

The church was their second stop of the day. The first had been a warehouse in Mitakihara's industrial district. Mami had seen a news report about a warehouse fire, and many people perishing inside. Convinced that witch activity could be a factor, she and Kyouko checked it out.

At first, they thought there was nothing there except police tape and burnt ruins. According to the news report, authorities were unsure as to how the fire started. Investigators suspected arson, and Mami and Kyouko did too until they spotted a small black jewel amidst the rubble.

A grief seed. One that almost looked like it had been used and discarded. Or had it just been scorched by the flame?

Had a witch caused the fire? Had it driven someone there to start it? Unless one could travel back to the evening it had happened, there was no way to be sure. In the end, Kyouko had collected the grief seed intending to give it to Kyubey when they returned home. With the grief seed and potential source of trouble removed, there was nothing else for them to do there.

Now they were on their way to Kyouko's church. She wanted to check on it and ensure that nothing was amiss. And they only had a little time before their primary appointment that evening – a meeting with Ozaki.

When they had spoken on the phone the previous day, Ozaki had been pleased that Mami and Kyouko had gotten the data she requested so quickly. She asked them to meet an associate of theirs outside a storefront on the far side of Mitakihara, who would take them on to see her and "the boss," the man Mami recalled from the day she had encountered Kyouko again, the day she had met Anzu Anzai. It felt like a lot had happened since then, and now this pivotal meeting approached.

Mami's nerves flared up just thinking about it. She wasn't sure if Ozaki would be content to simply leave them alone after they gave her what she wanted. And she wasn't sure how Kyouko would handle the situation.

But her Kyouko was her comrade and part of this. Mami couldn't simply leave her behind. They had been through a lot together, and so they would face this by each other's side as well.

The sun was still up but lower in the sky. By the time they met with Ozaki, it would be dark. In the meantime, they made their way along the streets that comprised the border area between Mitakihara and Kazamino.

All in all, it was an odd situation for Mami.

With one hand, Kyouko crammed konpeito into her mouth. Nothing unusual about that; Kyouko only stopped eating when she slept (although with her tendency to snack in bed, Mami half-suspected she consumed food in her sleep as well).

No, what was strange was that her other hand was holding on to Mami's.

When they left the burnt-down warehouse in the industrial district, Kyouko had, without a word, reached out and grasped Mami's hand in her own, her fingers entwining in Mami's.

Even though Kyouko had previously shown her physical affection, Mami was still caught off-guard by this. She took a deep breath to steady herself. It must have sounded like she gasped because Kyouko spoke up.

"Something wrong, Mami?"

"Ah, no, no," Mami said, feeling her face grow warm. "Just, it doesn't feel as cold as it has been, does it?" She'd had no idea what else to say. The weather seemed like as good a topic as any.

"Nope," Kyouko said. Looking up, she added: "Bet we're gonna see some rain soon too. Glad I don't have to sleep in it."

Mami's feelings for Kyouko had blossomed into something more than friendship. Love? Perhaps. She didn't have any direct experience – being a magical girl didn't leave a lot of time for romance, though she was sure there were magical girls who somehow managed – but she had read quite a few romance stories. And her feelings were similar to those in the stories. And, sure, some of those stories were about two girls falling in love as well. So, it wasn't like Mami was going through something that no other girl had ever gone through.

On the other hand, those were about the only parts of Mami's situation that lined up with those stories. The fictional characters she read about weren't magical girls handling witches, Yakuza thugs, and other hostile magical girls. Most of them were simply ordinary humans, going about their work and school life while trying to find love. Even the ones in the fantasy stories didn't seem to have to deal with the stress that Mami and Kyouko did.

_Kyouko._

Had Kyouko ever felt that way about anyone? Regardless if she had or not, she sure seemed to harbor some feelings for Mami now that went beyond friendship. She expressed those in the things she said and the things she did, like holding Mami's hand. Mami felt like she wanted to push things further and Kyouko did too. But how?

Mami looked over at her. "I…"

Kyouko turned to Mami, her mouth full of candy. "Yeah?"

"I…have not walked around holding hands with someone for a long time," Mami said. Who would have been the last person? Her mother? Her father? Probably one of those two, and that had been years ago.

"Me neither," Kyouko said. "Though I did with my little sister sometimes. Whenever my family went someplace, it was my job to watch her and make sure she didn't run off."

"Is that why you're holding my hand now?" Mami couldn't resist asking. "Are you afraid I might escape?"

Kyouko laughed. "No. I just felt like doing it, Mami. It's nice."

"It is."

As they walked on, hand-in-hand, Mami relaxed and came to enjoy it. Pleasant warmth swelled up inside her again. She and Kyouko connected, not only physically, but emotionally as well. This was different from when they had first worked together, but Mami wasn't sure why. Maybe because of all that they both had gone through since then? Perhaps the threats they faced pushed them closer? Mami couldn't say.

Too many different threads of thought ran through Mami's mind at once, making it impossible for her to ruminate on any of them in great detail. And so she kept silent. Content to simply hold hands, walk, and eat, Kyouko said nothing either. It wasn't until they had near Kyouko's church that one of them spoke again.

"You've been quiet ever since we left that warehouse, Mami," Kyouko said. "Something on your mind?"

"Well, I'd be lying if I said I wasn't a little apprehensive about meeting Ozaki later," Mami said. She could admit these sorts of things to Kyouko. "It's very different from fighting a witch, but it feels like the stakes are just as high."

"They sure are. But we'll deal with. Don't worry about it."

"Thank you, Kyouko. It's reassuring to have you with me for this."

"Sure thing. Is that all?"

It wasn't. Kyouko had hit on the truth. There was something else, something that Mami hadn't wanted to think about because she still had trouble accepting that it was true. She set aside her feeling for Kyouko and her wariness about Ozaki for the moment and then took another deep breath.

"No. I heard something awful today, and I'm still trying to process it."

"Yeah? What is it? Maybe I can help."

Kyouko _could_ help, Mami realized. Talking with Kyouko always made things better. Mami had spent so much time on her own that she'd almost forgotten how wonderful it was to have others' perspectives on things.

"My classmate, Kinoshita. Do you recall him? You gave him a candy bar and sat at his desk when you visited my school."

"The tall boy with the glasses. Yeah, I remember. What about him?"

"He didn't show to school the past few days, and now he's dead. I don't know how, but the police found his body the other night. My teacher hasn't officially said anything, but I heard one of my classmates saying so today. I looked up the news report, and, sure enough, it's true. Sadly, it didn't have any more detail as to what happened."

Mami and Kinoshita hadn't been that close, but they had sat next to each for a good lot of middle school, having been placed in the same class each year and often in adjacent desks as well. He usually sat and read during breaks. Mami, who seldom had anyone to eat lunch with or go visit, had sat quietly next to him. Now and then, they chatted – the usual morning greetings, afternoon goodbyes, and bits of small talk – but to say they had been anything more than classmates and acquaintances would have been a stretch.

Still, Mami was fond of seeing him at school. He was a comfortable constant, something she didn't have much of in her life (unless one counted solitude and loneliness). And now, for no reason at all, he was gone.

_His life was cut short. It simply isn't fair._

Kyouko sighed. "I'm sorry, Mami. That's terrible."

"Yes." Mami blinked back tears. When she'd heard the news at school, she had gone into the bathroom and cried in a stall, not wanting her classmates to see her in such a state. Thankfully, nobody had noticed her red eyes afterward.

Kyouko squeezed her hand. "This stuff never gets easier, does it?"

"No, it doesn't."

"You and I both know a lot about loss. Too much when you think about it." She held out a handful of konpeito to Mami. "Here. Have some."

Mami wasn't hungry, but she realized Kyouko saw this as a way of helping and accepted it. As she ate the candy, the sweet taste of sugar filled her mouth, nearly as sweet as Kyouko herself could be.

"I got some more," Kyouko said. "Just in case." She held up the bag on her free arm. "Other stuff too."

"I think this will suffice for now."

"Okay. I'm here for you, Mami. Whatever you need. You wanna talk about it? Then talk about it. You wanna yell and cry on my shoulder? Go ahead and do that."

"Thank you. It means a lot to hear you say that." She took a deep breath and steadied herself. "I'll be alright. I just need some time, that's all."

Thinking of Kinoshita's death reminded Mami of her parents. She remembered the day they had perished, but she had survived thanks to Kyubey granting her wish. Loneliness would come in ebbs and flows over the years, but never as strong as it had been on that day when it had mixed in with unbridled sorrow. As she took up the mantle of magical girl, she had managed to save many lives, but still saw people perish. And then Kyouko, of course, had lost her family, leaving her as alone in the world as Mami was.

_People all around us die, but we magical girls soldier on. Sometimes it feels like a punishment._

They walked on in silence as they approached the church. The loss of Kinoshita still stung, but Mami felt like that small wound was starting to heal some. Talking about it with Kyouko had helped.

The church was as silent as a tomb, with the only sounds being the girls' footsteps as they walked. The smells of mold and dust and grime lingered in the air. As dear as it was to Kyouko, it was still a ruin. They headed into the chapel. Nothing had changed since the last time they were there, except for a bit of orange sunlight streaming through the cracked windows on one side.

"Home sweet church," Kyouko said, looking around. "Well, except it's not really home for me anymore. My home's somewhere else now."

"Where is that?" Mami asked without thinking.

"With you, you big dummy." Kyouko poked her in the side. "Right?"

"Ah-ha, yes, of course."

"And this place isn't all that sweet at this point either, I guess." Kyouko shrugged. "Only some of my memories of it are. I guess, in the end, it's just 'church,' huh?"

"Perhaps that's all it needs to be."

"Yeah." Kyouko suddenly embraced Mami, throwing her arms around her neck. "It's no good overthinking things, after all."

Mami was caught off-guard, and her heartbeat sped up. "No, it certainly isn't."

"Remember the first time I brought you by here, Mami?"

"I do. It was the same day I had dinner with your family, the loveliest and liveliest meal I'd had in a long time."

"Yeah, my sister sure could make a lot of noise."

"I seem to recall you making a fair bit yourself."

"Really? I don't."

"Perhaps there's a bit of selective of memory at work there."

"Maybe. One thing I do remember, though: back then, back before, well, you know, everything that happened," Kyouko said. "I wanted to be just like you."

"Did you?" Mami asked.

"Yeah, you were the ideal magical girl to me. You were clever and powerful and kind and upright and all those sorts of things, just like heroines in stories and fairy tales."

"I see. Thank you. I'm flattered."

"You're welcome. But now…well…"

"Now I'm not? Now you don't want to be like me?"

"I definitely wouldn't mind being as strong as you," Kyouko said. "But here's the thing, Mami: I used to want to be you. And now I just want to be with you. Funny, huh?"

"Yes, that's…very funny." Mami wasn't sure what else to say. Was this a confession? She'd read about those but never received one herself.

"I wanted to say all that the other day, you know, when we went into the Nise building," Kyouko said. "It didn't feel like the right time."

"I can understand that. I'm glad you've found the right moment, then. I feel similarly about you, Kyouko." There. She had said it out loud, those feelings that slowly been building since she and Kyouko had reunited.

"I figured. Hey, Mami?"

"Yes?"

"You know you're stuck with me now, right?"

"Stuck? What do you mean?"

"I mean, I'm not going anywhere," Kyouko said. She pulled back and looked her square in the face. Her hands held on to Mami's. "I'm not gonna run away and abandon you like I did before. I'm sorry I ever did that. I felt miserable afterward, and I never appreciated how much you tried to do for me. Even if we have arguments or disagreements or whatever again, I'm sticking by your side from now on, through thick and thin and all that jazz. You and me, that's how it's gonna be. Like I said the other night, you're more special to me than anyone."

Mami looked into her eyes and felt drawn in. "Kyouko…"

A wave of emotion overwhelmed Mami. Her vision blurred as a veil of tears fell over her eyes. They ran down her face in a flood that wasn't sad, but rather sweet. Mami sniffed and blubbered and tried to say something, but she was so choked up that she could only produce broken-up babbles.

"Aw, you're such a crybaby sometimes, Mami." Kyouko's voice was soft and soothing. She reached up and wiped some of the tears from Mami's face. "Good thing I'm used to it now."

"You…you said I could cry on your shoulder if I wanted to, though," Mami said.

Kyouko chuckled. "Yeah, I did, didn't I? Okay. C'mere, you." Kyouko pulled her close again and patted her head. "There, there."

"I guess I don't seem like a storybook heroine now, eh?" Mami asked, clinging on to Kyouko tightly. This close, she smelled like apples. Was it her shampoo? Or had she been eating them earlier?

"Even heroines sometimes cry, Mami. You're only human."

Mami felt like her heart was going to burst. She pulled back again and saw that Kyouko's face had a calm, serene look. The wave of emotion that hit Mami earlier ebbed a little, leaving behind a warmth and pleasant tingling that filled every part of her.

_What would she say if I were to suddenly kiss her?_

No, it wasn't the right time to do something like that. The last thing Mami wanted to do was to come on too strongly and make things awkward. She didn't think Kyouko would mind, but this moment, this particular point of time, was wonderful and pure enough that nothing else needed to be said or done. There was simply the affection between the two of them, and Mami wanted it to fill every fiber of her being.

Instead, she took hold of Kyouko's hands again, those hands that could both slay witches and be as gentle as a soft breeze, as contrasting as the different sides of Kyouko herself. They stood like that, the only sound being the muted din of Kazamino outside the church building.

"I'm going to pray some," Kyouko said after a moment, breaking the silence. "I…I haven't done that in a while, a long time, really, but I feel like I need to."

"Sometimes it helps to return to things that once brought us comfort," Mami said. Her tears had dried, and she was once again able to speak normally.

"Yeah. You're right, Mami."

"Are you going to pray for anything in particular?"

"For us." Kyouko looked down and then back up. "And also for your classmate. Again, I'm sorry about what happened to him. He didn't deserve to die so young."

"Thank you. That means a lot."

Kyouko released her hands and pulled a sugary powdered doughnut out her bag. "Here. You can eat this while you wait."

"Thank you for that as well, Kyouko." When Kyouko shared food with her, what she was really doing was showing affection. That was one of her ways of doing so, and Mami accepted it.

Kyouko dropped to her knees, clasped her hands in front of her, and bowed her head. Feeling that this was something she ought to be alone for, Mami stepped out of the main chapel and into the small antechamber at the front of the church. She didn't share Kyouko's religious and spiritual beliefs – whatever they were now – but she hoped that they brought Kyouko as much peace as her presence brought Mami. Her spirit soared, and she began to think that maybe, just maybe, this trouble with Ozaki that they would tackle later wasn't so bad after all.

A bit of movement under a nearby table caught her eye. She looked closer and saw that it was a little grey mouse. Curious, Mami knelt next to the table. The mouse cocked its head and peered up at her, its dark eyes wide and its whiskers twitching.

"Aren't you cute?" Mami asked. "Are you watching over the church for Kyouko when she isn't here?" She broke off a small piece of the doughnut and tossed it to the mouse. "Here you go, little fellow. For all your hard work."

The mouse snatched up the crumb in its paws and nibbled away. Mami watched it, smiling as she did. She looked next to the mouse and then noticed something odd: a strand of someone's hair. She reached out her hand, and as she did, the mouse scampered off. That was fine. It was fed, and now something else concerned her. She picked up the strand of hair, held it in front of her face, and examined it.

It wasn't just any hair. It was from someone with very long black hair. So it wasn't hers or Kyouko's. And it didn't belong to the workers they had chased out either. Other trespassers, perhaps? Kyouko had previously indicated that the church had unwelcome visitors from time to time.

On the other hand, Mami and Kyouko had some run-ins with someone who had long, thick black hair.

"It couldn't be," Mami whispered. She looked under the table again. After a bit of searching, she found a second strand of hair. This one wasn't long and black, however. It was shorter and pink.

Mami recalled the girls she had seen with Homura Akemi. One of them had short blue hair, and another had dark green hair. Those two girls, both rather tall, had spoken up against Kyouko when all of them ran into each other outside the Mitakihara hospital. This hair didn't belong to either of them. No, it was the third girl, the small pink-haired girl who had shrunk away behind Homura Akemi when it looked like things would turn ugly.

_Homura Akemi was here. But why? And why did she bring that pink-haired girl here? She's a potential magical girl – I could see it, and Kyubey confirmed as much. Was she there to watch Homura Akemi attack Kyouko? Does she simply tag along when Homura Akemi takes on magical girl business?_

A hundred questions ran through Mami's mind. As she was still pondering all this, Kyouko lumbered out of the main chapel, chattering away.

"All done. I feel good too. Guess we oughta get going and–Mami? You okay? Your face is all scrunched."

"Look at this," Mami said, holding up the first hair. "I found this under the table over there. Who do we know that has very long black hair?"

Kyouko immediately caught on to Mami's insinuation and shook her head. "No way. Not possible."

"I might have thought the same, except I found this alongside it." Mami held up the pink hair. "Now, who do know who has very long black hair and also a friend with medium-length pink hair?"

Kyouko's jaw dropped. She stuffed the last of her doughnut into her mouth, chewed, then narrowed her eyes. "Those sneaky rats."

"Yes. They've been here. But why? And how did they know to come here? I've no direct connection with this church, so they must have been seeking you."

"Right." Kyouko hissed through her teeth. "I don't like thinking about Homura Akemi messing around in here. This isn't her place. It's mine. You know?"

"Yes, I get you," Mami said. "And I'm worried about what her intentions were in coming here."

"Nothing good, obviously." Kyouko paused. "Wait a second, Mami. I just thought of something else."

"What is it?"

"Homura Akemi knew where your apartment was. Remember how she just showed up there out of the blue looking for Kyubey?"

"You're right. She did. That is odd, now that I think about it, that she knew exactly where to find me."

"Sure was. How did she know where you live? Do you think she knew I'd be there too?"

"I don't know. I don't like any of this, Kyouko. There are too many uncertainties and questions here."

"Maybe it's past time we paid a visit to the girl with the answers." Kyouko pounded a fist into her hand. "A rough visit."

Kyouko's suggestion had some merit. Mami felt like this was a chess game where she couldn't see her opponent's pieces. She needed to know more about what was going on. Homura Akemi needed to make some things clear. And if they had to apply pressure to her in order for her to talk, then so be it.

_But…_

"Homura Akemi isn't alone, though," Mami said. "She's got allies."

"And we've got us, Mami. You think she and Anzu care about each other like you and I do? I doubt it. You think her and that rookie magical girl have the kind of history that we have? Nope. And they don't have our…synergy." Kyouko said the last word carefully.

"True." Mami sighed. "Still, I guess, once again, we'll have to put off worrying about Homura Akemi so that we can focus on Ozaki. But not for much longer. We can't let this go until she becomes an even bigger problem and starts coming directly at us."

"Good idea," Kyouko said. "All the frustration from those uncertainties you were on about? We'll take 'em out on Ozaki."

"We have to step carefully," Mami said. "Remember, we can't give her cause to take retribution against us."

Kyouko looked around. "Yeah, yeah, I know. Gotta protect the church. And your home. Our home. Should I just let you do the talking again?"

"That might be best. Are you ready for this, Kyouko?"

"Ready for anything, Mami." She held up the USB drive. "Got their oh-so-important data right here."

"Good. It's nearly time, so let's head off."

They left the church and headed for the meeting place. Mami wondered if Ozaki herself would meet them there, just as she had that day after school or if she would send someone else in her stead. How high did Ozaki rank in that organization anyway? How much sway did she have over what they did?

Who would all be there? Given that the boss would be there, Mami imagined that some of his underlings would be as well. What did they know? What Ozaki and the boss shared? How many people would know about magical girls before the evening was over?

Mami would soon find out the answers to those questions.

They headed off to a candy store on a side street in Mitakihara. The street was deserted, with no shoppers or pedestrians around. Mami wondered how long they'd have to wait, and it turned out, not very long. Shortly after they had reached the store, a tall man in a long brown coat approached them. He wore dark sunglasses and a grey fedora. As he straightened his coat, Mami noted the gun holstered on his hip.

The man removed his sunglasses and peered at them. "Mami Tomoe? Kyouko Sakura?"

Mami nodded. "That's us."

"Please follow me." The man led them to a waiting car and opened the door for them. "I'll take you to where the boss and Ozaki are waiting."

Mami took a deep breath in anticipation of what was to come. Hopefully, this would be the last time they ever saw Ozaki and her Yakuza boss.

* * *

The meeting place turned out to be a skyscraper under construction. Mami craned her neck up, studying it. It was grey and looked a bit like her apartment building. She took a look at a sign on the chain-link fence around the construction site.

_Sagawa Real Estate Company:_ _Luxury apartments coming soon!_

"Of course," Mami muttered. It figured they would use a place like this. She and Kyouko followed the man in the brown coat inside.

The building's outer façade had been completed, but upon entry, it appeared that there was still much to be done. The drywall wasn't painted, and dust lingered in the air and clung to every surface. Equipment and stacked lumber dotted the floor space.

The front doors of the building lead into a large, open atrium that would no doubt serve as the building's lobby in the future. It stretched up several floors. As Mami and Kyouko followed the man in the brown coat, she saw that armed men lined the walls of the atrium. Some of them had pistols, and a few had assault rifles. One man even had a rocket launcher mounted on his shoulder. Mami noticed a little red laser dot on her chest, and when she glanced up, she saw a sniper on a balcony aiming directly at her.

_They're not taking any chances with us. How much do they know about what we're capable of?_

If any of this display bothered Kyouko, she didn't show it. She took a taiyaki cake out of her pocket and munched on it. Mami wished she could feel so carefree. She suddenly felt as though she were a tightly wound spring just waiting to go off.

At the far end of the atrium stood Ozaki. A man sat in a chair next to her, the man Mami recognized as the boss from the Yakuza building that she had chased the witch to, the tall man with the big belly that Anzu Anzai had stabbed.

_It's almost a shame her attack wasn't fatal._

"Ah, you both came this time," Ozaki said, smiling at them. "How lovely. Greetings, once again, girls."

Mami stared back at her keeping her expression vacant and saying nothing. It was Homura Akemi's strategy, staying quiet and open speaking when necessary. Mami figured it might work best for this situation. Kyouko scowled at Ozaki.

A random thought occurred to Mami: _Kyouko must be terrible at cards. She's got no poker face at all._

Ozaki seemed nonplussed by the reception she got, however. She gestured toward the man seated in the chair next to her. "I believe you girls have previously met the boss before as well."

The boss appeared about as thrilled about this reunion as Mami was. He also looked like he had healed up from his injury.

"If it isn't the little girls who showed the day half my crew was knocked out," the boss said, leaning forward. "You sure ran off in a hurry when things got heated."

"No, we left when we completed our job there," Mami corrected him.

"And what job was that, anyway?"

"None of your damn business, that's what," Kyouko said.

"Kyouko!" Mami elbowed her in the side, and she mercifully fell silent, but with a smug grin on her face.

Ozaki smirked. "As uncouth as ever, I see. Well, never mind. We saw the news report of what happened in the Nise building. And we're very impressed. Do you have the data with you?"

Of course, she and Kyouko hadn't actually killed any of the people in the Nise building, but Ozaki and her crew didn't know. That probably explained the amount of firepower aimed at them.

"We do," Mami said. "We'll hand it over under the conditions you provided when you and I spoke the other day. You will leave us alone, and you will leave the Sakura church as it is."

"Ah, splendid," Ozaki said. "And we're more than willing to do all that, of course. However, we have one additional request for you. A small favor, really. I'm sure it will prove quite trivial."

"What?" Mami was afraid of what was to come next.

"The girl in the green dress," the boss said. "With the green hair. The one was there with you two at headquarters that day, the little bitch who stabbed me. I want to make her suffer."

_Anzu Anzai. Well, this is an interesting turn of events. I guess he wants revenge for her assault against him._

Kyouko snorted. "She'd feed you your own intestines."

The boss and Ozaki exchanged a glance.

"We thought perhaps you two would be willing to take care of her," Ozaki said. "We've had some difficulty locating her. We don't even know her name."

"You mean you want us to kill her," Mami said.

Ozaki nodded.

"You've gotta be kidding me," Kyouko said.

"Why the hesitation?" Ozaki asked. "Do you work alongside her as well?"

"No, we're not friends with her," Mami said. "And we don't know where she is, so we can't tell you anything else about her." Anzu Anzai was still in Mitakihara, Mami knew that much. And given what Kyubey had told them, Homura Akemi would likely know where to find Anzu. But Mami wasn't about to share all that with Ozaki.

"If you aren't friends, then why the hesitation?" Ozaki asked. "You had no qualms about killing the people inside the Nise building. Is this girl more of a threat?"

"Ha!" Kyouko exclaimed. "Not hardly."

"Then what's the issue?"

"We're not getting involved in any conflict between you and her," Mami said. "Honestly, your best course of action is to forget about her." Mami thought about it and added: "And hope she doesn't decide to come after you again."

Mami honestly doubted Anzu Anzai had any interest in ever going back to the Yakuza headquarters but figured a bluff here wouldn't hurt. She had clearly irked the boss, so maybe Mami could use that against him.

Ozaki raised an eyebrow. "If you think she's such a threat, then why would you refuse this task?"

"I don't doubt she'll be dealt with one way or another, but it won't have anything to do with any of you."

If Anzu Anzai was working alongside Homura Akemi, then Mami and Kyouko would almost certainly have to go up against her at some point. But Mami didn't want Ozaki or the Yakuza involved in that in any form whatsoever. They knew too much as it was, and any fights between magical girls needed to only involve other magical girls.

"We knew they might be uncooperative," Ozaki said to the boss. "Good thing we prepared."

"Yep," the boss said. He whistled to one of his henchmen. "Tanaka, go get the woman and bring her in here."

The man in the brown coat nodded. "Yes, boss."

The man stepped into a side door. He returned quickly, pushing along a woman who was blindfolded. She had light purple hair and wore a snappy charcoal-colored business suit. Her hands were bound behind her back. Mami recognized her immediately: Junko Kaname, the woman she and Kyouko had rescued from a familiar and had escorted home.

_Oh, no. They were watching us when we saved her. They must think we have some connection to her. We don't, of course, but I don't her to be hurt here. This has become far, far more dangerous. One misstep here could spell disaster._

The man in the brown coat forced the woman to her knees. He drew his gun and aimed it directly at her head.

"What's going on?" Junko Kaname asked. "I…I…"

"Just be quiet and sit still for a bit," Ozaki said. "It'll be over soon enough, one or another."

"Ozaki?" Junko turned her head toward Ozaki. "Is that you? What's going on?"

"I'm busy negotiating on your behalf, Junko."

"I…someone kidnapped me! I was leaving work, and they forced me into a car!" She struggled against her bonds. "I'm tied up!"

"You always were a smart one."

"Wait. Are you responsible for this? Ozaki, what is going on?!"

"Junko, hush. Okay?"

"How could you–"

_Pow!_

Junko Kaname's words cut off as the man in the brown coat hit her on the side of the head. "Ozaki said to pipe down. So can it."

"Thank you, Tanaka," Ozaki said.

"Ugh." Junko Kaname shook her head, dazed a little from the strike. "Wait. Katashi Tanaka? Is that you?"

The man in the brown coat sighed. "Yeah, it's me. Ozaki and I work together in some things."

"But you're a police officer! Get me loose, Katashi!"

"No can do."

"You…you're part of this, aren't you?" Junko Kaname shook her head. "Ozaki, we went to school together! You were friends with my husband. You and I were...we...Katashi…you were my senior! You have a daughter the same age as mine. They're even in the same class! What is going on? What are you two doing?!"

"Nothing personal," Katashi said. "It's just business."

"Tanaka is right," Ozaki said. "So shut up, Junko. For once in your life."

"Right," the boss grumbled. "Save your schoolmate reunion for later."

Ozaki cleared her throat and turned back to Mami and Kyouko. "We're aware you helped poor Junko out the other day, so we thought we'd bring her along to our negotiations to…persuade you to see our side of things. As she alluded to, she has a loving husband and two precious children. Wouldn't it be a shame if they were to never see her again? That might happen if you continue to defy us."

Mami's mouth fell open. So this was their tactic to blackmail them into killing Anzu Anzai by threatening an innocent person. She couldn't believe the depths to which these people stooped. This was beyond the pale. Before Mami could say anything, however, Kyouko spoke up.

"You damn cowards! Bringing a hostage into this? You disgust me, all of you!" Kyouko's voice was pure unbridled rage, and it echoed around the atrium as she yelled. She pointed her finger at Ozaki and the boss. "You're all trash, and probably the stupidest bunch of gangsters in the history of everything! You aren't even worth the skin on your bones!"

The boss raised an eyebrow. "Excuse me?"

Ozaki shook her head and turned to the boss. "I told you that one has a temper."

"Huh. How'd a little brat like that get magical powers, anyway?"

"We still don't know."

Mami tugged on Kyouko's sleeve. "Kyouko, is this the best way to proceed?"

Kyouko looked at Mami, her eyes blazing. "I will absolutely go up against Anzu Anzai to protect you or keep her from making trouble in Mitakihara, but I will never fight her for these people, especially not after this."

She turned back to the boss and Ozaki and spit on the floor. "That's what I think of your cruddy deal. So here's a counter-offer: you let Kaname there go and then get the hell out of here and leave Mami and me alone forever. You can forget the data. We'll never give you bastards anything."

"You're mistaken if you think you're here to bargain," Ozaki said. She gestured around her. "As you can see, you're outnumbered and outgunned. We have the upper hand, and–"

"You weaklings couldn't fight us even if you had to. Guns? Ha! With one wave of her hand, Mami can pull out more guns than everyone in your whole outfit. Just her alone would be too much for you, and she's got me watching her back. If you think you've got the upper hand here, you slimy pieces of sewer sludge, you've got another think coming. We could mop the floor with all of you and not even break a sweat. Do you think you're scary? Dangerous? Tough? Ha! We've fought stuff that's a zillion times worse than you. You have no idea about how anything works at all! That's why you have to resort to cheap tricks like using hostages. You're all weak! Weak and pathetic! And so pitiful that you hurt innocent people, too scared of fighting someone who could actually hit back. So, c'mon. Bring it on, Ozaki! Bring it on! Let Kaname go, and we'll have it out. You can take the data from us if you can!"

Kyouko ranted on and on. It poured out of her like a tidal wave. The boss frowned, but Ozaki maintained her smug smile. Junko Kaname, no doubt confused by all of this, trembled from her position.

"Kyouko…" Mami said quietly. This was what she had been afraid of. If Kyouko decided to go off and start attacking, there'd be no stopping her. Until the gangsters dragged in Kaname as a hostage, Mami would have been okay with that. But Kaname's predicament made things much worse. Mami would feel like she'd failed as a magical girl if she allowed Kaname to perish.

Kyouko ignored Mami, however. Her eyes remained fixed on Ozaki and the boss. Her breath came in heavy, angry gasps, and her chest heaved. The only time Mami had ever seen her so worked up was when they found the demolition workers in her church.

_If she starts rampaging now as she did then…_

"Are you finished?" Ozaki asked. She chuckled. "You're quite the little spitfire, aren't you?"

"Don't talk down to me, you garbage heap bitch!" Kyouko snapped. "I'll kick your worthless ass for that alone! I'll kick it so hard you'll be picking pieces of your butt out of your teeth! Who the hell do you think you are? You piece of lizard crap!"

"Such a filthy mouth. Your father was a minister, Kyouko Sakura. What would he have said if he ever heard you talking like that? Before he went crazy and slaughtered your mother and sister like pigs, I mean. You know, I guess going off like a loose cannon runs in your family."

Kyouko's face turned dark red, and she clenched her hands into fists so tight that her knuckles turned white. Mami grabbed her arm to keep her from flying at Ozaki. Mami understood her anger – she was half-ready to attack Ozaki herself – but they couldn't let her bait them into starting something and getting Kaname shot.

"Let me go, Mami," Kyouko snarled, her voice low and full of acid. "I'll kill her, I swear. I will _murder_ her."

"No, you can't!" Mami said desperately. "If we just attack, they'll harm Kaname-san! And think of your family's church, Kyouko."

"I…I…" Kyouko stopped. She turned back to Mami, still breathing heavily, her eyes now focused solely on her. They were bulging. For a moment, Mami was afraid that Kyouko would wrest herself away and that this would turn into a massacre.

Then Kyouko's expression changed just a bit, to one of confusion. She reached into her pocket and pulled out the grief seed they had found in the burnt-down warehouse earlier. A black haze now surrounded it, and it crackled with small sparks of electricity. It rumbled and groaned, and puffs of black smoke swirled around it.

It was as though Kyouko held a storm in her hand.

_Can Ozaki and the others see and hear what it's doing? Or is the magic invisible to them?_

"Uh, Mami…" Her anger cooler, Kyouko looked to Mami for guidance. "What's happening to it?"

"It looks like it's getting ready to birth a new witch," Mami said. But why? Was the grief seed reacting to Kyouko's rage? To the tension and fear all around them? Perhaps both? Or was it simply the witch's time to be reborn?

"What the hell have you got there?" the boss called, apparently not appreciating this pause.

"Is that a weapon?" Ozaki asked. "You best not try anything funny." She pointed at Junko Kaname. "Otherwise, she gets it. And you know the other consequences of defying us, Mami Tomoe."

Kyouko shook her head. Her face had turned back to a lighter shade, and her voice sounded strained now. "This isn't good, Mami. Is there a way to quiet this thing down and prevent the witch from hatching?"

"If there is, I don't know it," Mami said. "Keep calm. As difficult as that is right now. Don't do anything else that might trigger it."

"It might be kinda late for that. Sorry, Mami."

"It's alright. It's not your fault." Mami took a deep breath. This was bad. She raised her voice again. "Listen, Ozaki. You need to leave. All of you. This is a dangerous situation."

Ozaki looked unconcerned. "For you, perhaps. And for Junko here. But not for us."

"You don't understand, and I don't think there's time for me to explain. But every one of you is–"

"Give up whatever bluff you two are trying, little girl. It won't help. Either hand over the data and agree to the boss's request, or we start shooting. Then Junko dies, and we find out if your friend was lying or not and just how much firepower it would take to bring you two down. I doubt whatever magic you have is _that_ strong. And we can get whatever we need from your corpses."

The boss stood up. "Enough games. I'm tired of this. I want the data, and I want that little green-haired girl dead. You got ten seconds to answer. In the meantime, everyone prepare to open fire. Tanaka, you know your job."

All around them, the gangsters raised their guns, and the man with the rocket launcher aimed it squarely at them. Mami saw the little laser dot on her clothes again, and Tanaka thumbed the hammer of his gun as he pressed it to Kaname's head. To her credit, she didn't cry out or whimper.

Mami wondered if she could transform and fire off her ribbons quickly enough to prevent Kaname from dying. As for the rest, well, fighting the Yakuza thugs off wouldn't be too much different from fighting off familiars. Sure she and Kyouko were vastly outnumbered, but they weren't outgunned by any means, no matter what Ozaki thought.

She looked back at Kyouko. Kyouko's eyes remained on the grief seed in her hand. It had started buzzing and puffing out smoke again, more intensely this time. What was it reacting to now? Of course, that wasn't what mattered. What mattered was that they were nearly out of time.

_No. No, no, no._

"Uh…" Kyouko, for once, looked uncertain. Her eyes darted back and forth between the grief seed and Mami. She suddenly turned and tossed the grief seed at the boss. "Hot potato!"

The boss caught it in his free hand. He looked down at with a curled lip. "The hell is this thing? Some kind of weird jewel?"

"Why?!" Mami hissed at Kyouko. She couldn't believe what Kyouko had just done. "What were you thinking?!"

Kyouko waved her hands. "I panicked, okay?!"

"Argh!" Mami turned to the boss. "You need to get rid of that. Now. Throw it back over here to me, or you'll regret it."

"Oh, this little gem is important to you, huh?" He dropped the grief seed on the ground in front of him and sneered down at it. "Maybe you should have thought of that before your friend chucked it at me."

The grief emitted even more clouds of black smoke, humming louder as it did. Strange black tendrils flowed out of it. The boss drew his pistol and aimed it directly at the little black jewel. Mami immediately realized what he was about to do.

"No, don't! You'll–"

Too late. The boss fired his gun, shattering the grief seed apart with a loud bang. The world around them exploded into a mess of flashing colors and cacophonous noise. Lights flared, gale-like winds blew, and voices screamed out, mixed in with grinding and clanking metal. Mami winced and covered her ears, as did Kyouko.

Pandemonium erupted. The boss, Ozaki, and all the goons frantically looked around, trying to figure out what was happening, but to no avail. A few might have fired their guns, but Mami couldn't be certain with all the noise.

_They can't see witches, familiars, or barriers. They have no idea what's going on, no clue as to their boss just unleashed._

Mami and Kyouko knew, whoever. And they could see it. As the atrium vanished and the witch's labyrinth sprang forth around them, they could only watch in horror as it sucked them and everyone else inside.


	20. Fight and Flight

The witch's labyrinth reminded Mami of a factory. She had hunted witches through a few of them.

Walls full of circuit panels, wires, and blinking lights surrounded them. The panels themselves were grey, while the wires and lights were in all sorts of different colors. The walls stretched upwards for dozens and dozens of meters. Strange metal pipes ran all around, some of them hissing out steam. They ran into the walls, up into the ceiling and down into the floor, twisting and turning. The floor was some kind of metal grating, below which was more pipes and wires. Ambient noise that sounded like fans and humming and buzzing filled the air.

Of course, there were differences. No real factories had killer robots running around in them.

These robots were steel-grey and resembled all sorts of different animals. Some of them were large predators, like bears, crocodiles, and wolves. Others were much smaller. They came at Mami and Kyouko in the dozens, snapping their teeth and slashing at them with razor-sharp claws. Some even had buzz saws attached to extra limbs protruding out of their heads or sides. Mami gave these no chance to get anywhere near them and hit them first as she pulled out muskets and fired.

She stood on a platform of sorts, one with two exits. Mami couldn't see any of the Yakuza thugs that had confronted them back in the building, though she did hear some far-off screaming. Presumably, the witch's minions were treating the trespassers just as they always did.

A pair of large wildcats charged at them, roaring at them in a fury, a strangely mechanical sound. Mami fired off eight muskets in quick succession, aiming for the robots' knees. With their legs crippled, they tumbled to the ground, their mouths still opening and closing useless. Their eyes blinked green lights, but those quickly changed to red. Behind them came what might have very well been a hopping kangaroo. Mami blasted it into bits using a small cannon. Far above, she spotted what looked like a flock of birds. She conjured up a dozen rifles and fired them. The robots' broken, twisted bodies hit the platform with loud clunks.

_There's no end to them._

And not even all of the familiars were running around looking for fights. Some of them – these resembling beavers – crawled around them, working at the walls, floors, and pipes as they did, seemingly changing the layout of the labyrinth minute by minute. Even a veteran magical girl like Mami might have trouble finding her way in this maze of dark tunnels.

She wasn't alone, however. Thankfully, the emergence of the labyrinth hadn't separated her and Kyouko. They had transformed immediately upon falling in and spent several minutes fending off waves of robotic familiars. Pieces of broken robots piled up around them.

"Well, this is a mess," Mami said as the fighting finally paused. Her footsteps made a strange metallic sound as she stepped over to Kyouko.

Kyouko mopped some sweat from her forehead and nodded. "Sure is."

"I hope you realize it's partly your fault. You shouldn't throw grief seeds."

"Sorry, Mami. I just wasn't thinking, I guess."

"I forgive you." She smiled at Kyouko and added, "Your impulsiveness is cute sometimes."

Kyouko reddened a little. But then she whirled, swung her spear, and cut right through a robot resembling a large bobcat that had sprinted silently toward them out of nowhere. Its two halves went flying in separate directions. Another followed it, and Kyouko cleaved that one in two as well. Some elk followed those that they fought off together, and finally, there was a second pause.

"How does one witch spit out so damn many familiars?!" Kyouko asked.

"Perhaps the emotional tensions in the room beforehand strengthened it, along with devouring so many victims already," Mami said. She imagined a number of the gangsters had already died. "Or perhaps this witch is simply that powerful."

"Either way, we're sitting ducks here, Mami."

"A keen observation. Ordinarily, I'd say we need to make for the witch as quickly as possible, but in this instance…"

"…we need to at least save that Kaname lady," Kyouko finished for her. "I'm not gonna let her die in here."

"Exactly. Let's find her before it's too late."

"Which way?"

"It's hard to say, given how quickly these robots seem to shift the layout of the labyrinth. I think–"

"Mami, watch out!"

A robotic rhino charged at them out of nowhere, roaring as it ran onto the platform. Mami leaped out of the way, but Kyouko held her ground her and readied her spear. She dodged at the last second, slashing through the rhino's torso as it ran by. The rhino, still operative, turned and stamped its feet. It lowered its head, preparing to charge again, and Mami got ready to attack it as well.

Something stopped her, however. She realized that there wasn't just one Kyouko standing on the platform anymore. One danced around the center of the platform, daring the rhino to attack. Another leaned against the far wall, taunting the rhino as well. Still, another guarded one of the platform exits. Was this one of the witch's tricks?

No. Mami realized what was happening. She gaped at Kyouko in surprise.

_She conjured up illusions. Why is she suddenly using that magic again?_

The rhino chased at one of the fake Kyoukos and crashed headfirst into the wall. A small earthquake shook the platform, and several large metal panels came crashing down, blocking one of the paths off. Some pipes burst, and one began gushing out water. The rhino, still shooting off yellow sparks, twitched a little. The real Kyouko thrust her spear in it, and it went still.

"Got you!" Kyouko exclaimed.

"Well done," Mami said, stepping back over beside her. "That was some trick. You cast your old illusion magic, didn't you?"

"Yeah," said Kyouko, holding up her left hand and looking at it. "I guess I did. It felt different from before, but it worked again. I'm…kind of surprised with myself. I haven't…I mean…not since…um…"

"I sometimes wondered why you ceased using it," Mami said.

Kyouko visibly hesitated. Her shoulders stiffened, and her eyes looked away. "Mami…"

"It's okay. We'll save that discussion for when we're out of there." Whatever had caused Kyouko to stop using her old magic before would take a longer time to go over than they had here, along with whatever reasons she had taken it up again.

"Good idea." Kyouko turned back and grinned. "It'll help for busting through those familiars though, huh?"

"Absolutely. Come on, let's move. Thanks to that rhino, we've only one way to go now."

They tore off running through the witch's labyrinth, cutting down any enemy in their path as they searched. Mami fired off strings of ribbons and waves of bullets as the witch's robot familiars continued to come at them from every direction. Kyouko stabbed and swung her spear, cutting down any enemies that got near her. She also cast illusions, confusing some of the robots and sending them chasing after ghosts.

As they ran, they occasionally spotted the corpses of the Yakuza members who had been in the building with them. They hadn't fared well in the witch's labyrinth, but that wasn't a surprise – ordinary humans rarely did. Mami could only recall a few instances where she had successfully rescued a human who had someone ended up inside one. One of the corpses they passed was the boss's, his gun still in his head. He must have died shooting. Mami shook her head and kept moving.

Although it was her duty as a magical girl to help people, Mami wasn't sure how she'd have felt about pulling the Yakuza gangsters out, had they been alive.

 _I'm supposed to protect the people of the city from evildoers, but what about when the people of the city_ are _the evildoers?_

As it was, however, that wasn't an issue. Mami figured she'd simply worry about any who still lived if they came upon them.

"Over there!" Kyouko yelled, pointing down a side passage.

Mami looked and saw Junko Kaname lying on the ground under a large pipe with the body of Katashi Tanaka lying next to her. Was she already dead? They raced as quickly as they could down the passage, cutting down a dozen robot bats before they could harm Kaname.

"Kaname-san!" Mami exclaimed as they reached her. At the sound of Mami's voice, Kaname turned her head and looked upward. A wave of relief washed over Mami. She noted that Tanaka didn't move. She felt him for a pulse and didn't find one. Then she noticed the gash in his chest. A familiar had killed him.

_At least Kaname-san survived. Thank goodness something has gone right here._

"Who's there?" Kaname asked.

"We're here to help you," Mami said, kneeling and checking over Kaname for injuries. Thankfully, she found none.

"Don't worry, lady," Kyouko said, standing above them and keeping an eye out. "Everything's gonna be a-okay."

"Your voices," Junko Kaname said. "Are you young girls?"

"Let's save any questions for when we're in slightly less danger," Mami said. Kaname's hands were bound with thick plastic ties that Mami couldn't undo. "Kyouko, can you get her loose? I'll watch for stray familiars."

"Sure thing."

As Mami provided cover, Kyouko cut through the ties binding Kaname's hands. She got to her feet and yanked off the blindfold covering her face. She looked around in confusion then turned to Mami and Kyouko.

"Thank you. I–who are you? Why are you dressed like that?"

Mami shook her head. "There's no time to go into that."

"I'm not dreaming, am I?" Kaname rubbed her eyes. "There isn't much light in here."

 _What does she see?_ Mami wondered. _She can't see the witch or its familiars, only us. Can she see her surroundings?_

There was no time to go over that either, however. Mami would have to sate her curiosity another time. Or simply ask Kyubey.

"You're awake, Kaname-san," Mami said. "And you don't seem to be injured."

"Okay. Then what's going on? Where are we? What happened?"

Mami shook her head. "Once again, there's too much to explain."

_And I don't know how much detail about magical girls I should share with you. We've already gotten trouble on account of people knowing about us._

Kaname looked down at the body on the floor. "Katashi?"

"He's dead," Mami said. "I heard you say that he was your senior, so I'm sorry for what he put you through and that he's gone."

Kaname sighed. "He's got a daughter the same age as mine, the same age as you girls, I think. I can't believe he was working with criminals and a party to my kidnapping."

"This must be quite a shock for you."

"Do you know what happened to him? Did you..."

"No, we didn't kill him."

"Then who?"

"Let's just say there are evil things in here," Kyouko said. "And I'm not talking about that guys and Ozaki and their gangster buddies. We…our types, that is….usually deal with 'em."

"A succinct summary," Mami said. She turned to Kyouko. "We could get Kaname-san, plus anyone still alive out in one fell swoop if we can destroy the witch quickly."

"Mami, we're not gonna be able to take on the witch and protect her at the same time," Kyouko said. "Too much danger, both for her and us. This witch has a zillion familiars that we'd have to fight through. And who knows what the big cheese itself is gonna be like? And I'm not leaving her alone. She'd just get hurt or killed."

"You're right." Mami nodded. "We'll retreat for now and get Kaname-san to safety. We can return and defeat the witch later."

"Homura Akemi and her crew might beat us to it."

"That's fine. At the moment, the safety of an innocent party is paramount, and thus we must prioritize that."

"Yeah, that. Except, not in so many fancy words."

Mami laughed.

"Um, I have no idea what you two are talking about," Kaname said, shaking her head. "It sounds like some kind of secret code. You two aren't…with any sort of unlawful organization like Ozaki and Katashi were, are you?"

"Absolutely not," Mami said to Kaname. "And don't worry about the details. Can you run?"

"I…I think so," Kaname stepped on one foot and then another. It's…it's very hard to see, however. I can see you two just fine, but so much else is kind of dim and blurry. They only hit me, but…"

"Don't worry. We'll help you. Everything will be much clearer when we're out of here." Mami turned back to Kyouko. "One of us will need to hold on to her and guide her, while the other provides cover."

Kyouko nodded. "Got it. Who's doing what?"

"Well–"

Kyouko held up her hand. "Shoot for it?"

"This really isn't the time–oh, fine." Mami held up her hand as well. "Rock, paper, scissors."

Kyouko won, and she pumped her fist in victory. "Ha, that means I get to lead and help Kaname-san."

"Then lead on, but remember that she can't run as fast as us," Mami said. She conjured up a rifle in each hand. "I'll be right behind you and make sure nothing comes near either of you."

Kyouko grabbed Kaname's hand. "We're gonna be moving at a pretty fast pace, but don't let go. Squeeze as tight as you can. It won't hurt me."

Kaname took a deep breath. "Okay."

"Let's go."

Kyouko took off running, dragging Junko Kaname right behind her. Mami followed them, firing off muskets at anything metallic that moved. She couldn't waste time conjuring up stronger cannons to blast the larger robots apart, but her muskets were enough to snap their legs and cripple them. A large gorilla lumbered at them, but Kyouko sent an illusion at it, and it just sat on the ground, waving as they passed.

The trio turned down one passage and then another. Were they making progress? Most likely. Mami trusted Kyouko's instincts on this. She had enough experience, after all. At the same time, it was hard to ignore how quickly the labyrinth shifted around them. Mami could have sworn they passed by the same set of pipes twice. As they ran, she spotted a few more corpses of the Yakuza gangsters who had died at the hands of the familiars. Hopefully, Kaname was focusing on running and didn't notice them.

At the end of one passageway, they emerged onto a large, wide platform. The platform ended at a sheer drop, but above it was another platform with a different tunnel leading off of it. It was high up, however – more than four meters from where they stood.

"We're gonna need to jump!" Kyouko called back. She let go of Kaname's hand and, as she leaped up to the platform, yelled behind her, "Mami, send her up!"

"Right!" Mami grabbed Kaname's free hand and swung hard, sending her flying upward and tumbling through the air like a circus performer. Kaname cried out, mostly in surprise, but Kyouko caught her easily and steadied her on her feet. She turned a bit pale, but that was all.

Mami leaped up after them, and their sprint resumed. They ran into the tunnel, which was long and narrow, with even more pipes and wires running along the walls. Thankfully, no robots followed them into it. Three pairs of footsteps echoed as they ran through it. As they exited it, they emerged onto another platform that ended at a sheer drop across a wide chasm. Far below them, some sort of black water ran like a rushing river. Across the chasm stood another platform, and beyond that, Mami was certain, lay the way out of the labyrinth.

A lone pipe ran across the chasm. That was their way to cross.

_Easier said than done for some of us. Kaname-san doesn't have our balance. I'll need to make something for her to hold on to._

Mami waved her hand, and thick handrails made from her ribbons appeared and clung on to the pipe. Now it was at least somewhat like a proper bridge.

"Hold on to the ribbons," Mami said to Kaname. "It's a rather long drop."

Kyouko led the way, walking across the pipe with confidence and ignoring Mami's makeshift handrails. Junko Kaname followed her, gripping the handrails tightly, her chest still heaving from their sprint. Just to be on the safe side, Mami sent out a string of ribbon that wrapped itself around her waist. The last thing she wanted was for Kaname to fall to her death.

_It's a good thing she can't see well here. She won't look down and get scared._

Kaname kept her eyes straight ahead. Mami kept close by, holding a pair of rifles at the ready. She couldn't risk any flying robots coming at them and scaring Kaname into slipping. She glanced down and noted that some robots were swimming around in the black river below, large ones and small ones.

_Fish robots? I guess they're waterproof._

More robots crawled along the walls of the chasm, these resembling spiders or crabs. Mami wasn't entirely sure what they were. They were far enough away that none of them would get close by the time their party was across, but they still worried Mami. She prepped herself in case they decided to start swarming.

"We'll rest here for a moment," Mami said when they had reached the other side, thankful that perilous bit was over. Kaname was breathing heavily, holding her chest and gasping for air.

"Take five," Kyouko said, dropping Kaname's hand as she dropped to the ground. Mami gestured at the large pipe, and the ribbon handrails she had created vanished. No reason to leave them for anything else to use.

Mami knelt next to Kaname. "How are you holding up?"

"I'm a little winded…" Kaname gasped. "I haven't had to run like this…in years…"

"Well, catch your breath. This labyrinth is huge, and I think we're only about halfway out."

"What…what is this place? It doesn't feel normal. Or even real. Is it another dimension?"

"In a manner of speaking."

"How is it that you two can navigate it?"

Mami shook her head. "Again, please don't worry about that. Just trust us to get you out of here to safety. We wouldn't leave an innocent person to die in here."

"Well, then, thank you. I caught your name…Mami?"

Mami nodded. "That's right, Kaname-san."

"Hey, Mami!" Kyouko called.

Mami looked up and saw Kyouko walking back over, dragging a woman in a dress suit along with her. Ozaki looked significantly worse for the wear from her stay inside the witch's labyrinth. Her hair was a mess, and her suit was torn and had oil and grease stains on it.

"Look at who I found," Kyouko said. She threw Ozaki roughly to the ground in front of Mami. Ozaki looked up at both them in utter terror, her eyes wide. She had gone back to the cowering woman she had turned into the first day they had met her when Mami and Kyouko had threatened her.

"Well, well," Mami said. "I wasn't sure if we'd see you again after what fate befell your friends, Ozaki."

"Did…did you two do all this?" Ozaki asked. Her lips quivered. "I-I had no idea you could…"

"We didn't." Mami glared at her. "We're not like you and your lot, so don't even suggest that."

"I-I'm sorry," Ozaki said.

"You're a sorry woman, alright," Kyouko said. She knelt next to Ozaki, a cold look in her eyes. "You want to talk about my father, mother, and sister again? Huh?"

"I…I apologize," Ozaki said. "I misspoke, and I should never have–"

"Shove your apology," Kyouko said, standing back up. She pointed her spear at Ozaki's neck. "I oughta run you through, you piece of filth."

"Ah!" Ozaki held her hands up and trembled. She looked up at Mami, pleading. Mami simply crossed her arms in front of her and said nothing.

"Humph. "Kyouko kicked Ozaki, sending her sprawling to the floor. When Ozaki tried to get up again, Kyouko racked her spear on the back of her legs with her spear. Ozaki fell again and didn't try to get up. Kyouko turned to Mami. "Tell me we're not gonna drag her worthless ass out of here."

"I'm hard-pressed to think of any reason to do so."

Ozaki crawled over and grabbed on to Mami's leg. "Please! Please, let me go. I'll…never…"

Now Mami kicked her. "Keep your putrid hands off of me."

What were they going to do, however? Alive, Ozaki could make sure that nothing happened to Kyouko's church, but she wasn't trustworthy at all. Mami wondered if she and Kyouko would need to confer quietly as they decided. She knew what Kyouko would want to do: kill Ozaki or leave her for the witch and its minions. Mami couldn't really blame her for that.

"Uh, Mami?" Kyouko tapped on Mami's shoulder, interrupting her thoughts.

"What is it?"

Kyouko pointed across the chasm. "We got more company."

Mami looked, expecting to see more familiars. Instead, a long black slash had appeared in the air, as though someone had cut through it with a sword.

_Or a knife._

Indeed, someone had. The slash widened, and Anzu Anzai stepped through, her knife and lantern in her hands. She glanced around, taking in her surroundings, standing right where Mami, Kyouko, and Kaname had been only moments prior. She noticed them and stopped, watching them with a vacant expression on her face. The cut in the air vanished behind her.

"What a coincidence." Mami yanked Ozaki to her feet and pointed at Anzu. "You were looking for the girl in the green dress. Well, there she is. Shall we leave you to confront her? Perhaps you can share with her what you wanted Kyouko and me to do. Granted, she previously stabbed your boss, so I can't predict what action she'll take when you tell her that. I doubt she'll be pleased to hear your words, however."

Ozaki's eyes darted back and forth between Anzu and Mami. "I…no…"

"Are you certain?" Mami asked. "You and your boss seemed rather intent on her death before. This would be your chance to go after her yourself."

Kyouko laughed. "Like feeding a worm to a vulture."

Ozaki's lips quivered. "Please…please…I…"

"You're pathetic." Mami let go of Ozaki and turned back toward the bridge. She had no clue what Anzu Anzai intended here. Most likely, she wanted to reach the witch before Mami and Kyouko did. However, she stepped onto the pipe that spanned the chasm and started coming toward them instead, balancing like a tightrope walker as she crossed.

_Does she mean to fight us? Well, fine. We're ready for her, and it's just her versus Kyouko and me._

"Get ready, Kyouko," Mami said. "Anzu Anzai is bound to make trouble."

"I'm more than ready," Kyouko said, taking up her spear in both hands. "Maybe we'll get to squash two bugs today."

At that moment, some huge robot leaped up from the black water at the bottom of the chasm. Mami remembered seeing the skeleton of a whale shark and thought this thing was close to its size. It had five fins and dozens of buzz saws attached to it, and as it soared in the air, it tore through the pipe that crossed that chasm, sending a shower of black water spraying. Anzu hopped back just in time to avoid falling. As broken pipes spat out more water, the robot descended back below, sending up a huge splash when it landed.

"What the hell was that thing?" Kyouko asked, looking down.

"I don't know," Mami said. "Some kind of whale shark, I think." She looked back over the chasm, now bereft of any means to cross it. On the other side, Anzu leaned over the edge, glanced downward as well, and then looked back up at them. Her face remained as blank as ever.

_She won't attempt to jump that gap, will she? It's too far. She'll never make it unless she can fly._

"Pretty sure the witch is back that way!" Kyouko yelled, pointing behind Anzu. "It's all yours! Try not to die, okay?"

Anzu's eyes narrowed, but she didn't move. Finally, after staring them down for a moment, she turned around and vanished, just as she had before. Mami breathed a small sigh of relief.

_I'd prefer not to deal with her right now._

Mami half-smiled and turned to Kyouko. "Try not to die?"

Kyouko shrugged. "It'd be a shame if some random witch killed that idiot before I got a chance to fight her."

"And here I thought there might be some seeds of friendship sprouting between you two."

"With _her_? Not freaking likely."

"Agreed. Hopefully, we can make our exit and be well away before she slays the witch."

"It might be easier to get out once she does."

"Yes, but for all we know, Homura Akemi and the other magical girl may be right behind her. They might provide us with more unpleasant surprises, and I've had my fill of those for today."

Kyouko brandished her spear. "Bring 'em all on."

"I figure you'd say as such. The rub here is that we have two civilians with us who know too much about magical girls as it is. Speaking of which…" Mami stepped back over to Ozaki, now cowering on the ground again. "What are we going to do with you?"

"Please," Ozaki begged. "Please, get me out of here. I'll…I'll do anything!"

"You don't have anything we want," Kyouko said. "You mocked my family's death. You threatened to turn me over to the police, burn down my church, and kick Mami out of her home. You think we're gonna take that lightly?"

"None of that will happen," Ozaki said. "Besides…Besides...I think Tanaka's gone…I haven't seen him…"

"Katashi _is_ dead," Kaname said from behind Ozaki. Apparently, she caught her breath. "I can't believe you made him part of this."

"He was looking for extra money!" Ozaki wailed. "I…I had to follow the boss's orders! He would have killed me, Junko, you don't understand!"

"I understand that you're a scheming liar," Kaname said. "And now I also understand how you ascended to the position you held so quickly. Not from honest hard work, but by having thugs put you there. Am I right?"

"I only did what I had to!" Ozaki said.

"If that's true, then you're as much cowardly as you are wicked." Kaname shook her head. "I thought I knew you, Ozaki. I still can't believe what you've done."

"They wouldn't have killed you, Junko!"

"The gun that Tanaka held to my head says otherwise."

"You…none of you have ever been in my position, you don't understand…" Ozaki looked from Kaname to Kyouko to Mami. "People who've had everything handed to them wouldn't get it, nor would naive little girls, no matter what sorts of powers they have."

Kaname raised an eyebrow. "Excuse me?"

"You've wronged all three of us," Mami said. "You were better off trying to beg."

Ozaki turned away from them, shaking her head. "None of this is real, is it?"

"It's all real enough," Kyouko said.

"No, no," Ozaki said. "This has to be some trick."

"Ozaki, I think it's time you shut up," Kaname said. She shoved Ozaki, who went sprawling back to the ground again.

"I-I don't have to take this!" Ozaki declared. "This…weird magic, whatever you two have done!" She scrambled to her feet and took off running away from them alongside the edge of the chasm.

"Hey!" Kyouko called. "Where do you think you're going?"

In the distance, Mami heard more buzzing and wings flapping. She glanced up and saw a huge flock of birds – there were dozens and dozens of them – flying right at Ozaki's position. The noise they all were making must have attracted them.

Against her better judgment, Mami immediately began conjuring rifles and firing at the birds. She picked off five, then ten, but their numbers seemed to keep multiplying. Ozaki, not realizing what Mami was doing, looked up instead of running back toward them or dropping to the ground.

"Ozaki, duck!" Mami yelled.

Too late. The large birds snatched Ozaki up, one carrying her in its talons and others pecking and pulling at her as they flew away. Ozaki, having no clue what was happening, screamed in terror. Mami fired a length of ribbon to try and pull her back, but one of the birds snapped it with its sharp beak, and the flock moved out of range before Mami could fire another.

Mami held up a rifle and aimed at the flock. They were well over the chasm now, so if Mami took them out, Ozaki would plummet into the river below. On the other hand, they were also high enough so that if Mami waited until they were over solid ground, the fall would, at best, shatter Ozaki's legs. And then Mami and Kyouko would have to waste precious time trying to locate her and figuring out what to do with her then, assuming the fall didn't outright kill her.

No, there was only one course of action Mami could take now. She raised her rifle and aimed it squarely at the center of Ozaki's chest.

"So long, Ozaki," Mami said, firing her rifle. In the distance, a red splotch appeared on Ozaki's chest, and she twitched briefly before going still as the robotic birds carried off her corpse.

Mami tossed the rifle aside, and it vanished. She took a deep breath and stood still for a moment, pondering what she had just done. Once, Mami would have been horrified at simply shooting an ordinary human like that. It wasn't something magical girls did. You saved the innocent, and you cut down witches and familiars who would harm them. At the same time, Ozaki was neither innocent nor good. And were their positions reversed, Ozaki would have simply let Mami die or even killed her sooner.

So the same time, she wasn't sorry to have seen Ozaki die either.

The implications of her action hit Mami. Would Ozaki's disappearance (nobody would ever find her body) still lead to trouble with Mami's apartment and Kyouko's church? Given how much the Yakuza group had been decimated, along with the death of Tanaka, the corrupt police officer, Mami suspected not. Perhaps she and Kyouko were finally safe.

_Well, let's worry about that once we've left this place and Kaname-san isn't in danger._

Kyouko stepped next to her. "Good riddance to bad rubbish. You gave her a quicker end than she deserved, Mami. A quicker one than I would have given her, anyway."

"It was a mercy," Mami said. Really, it was. Better to die quickly than to suffer being eaten alive and dismembered by familiars.

That was the first time Mami had ever used her magical powers to harm a human. Ordinarily, that would have been unthinkable. It shook her a bit, but not as badly as she might have expected. Perhaps it was more of Kyouko's influence that she was willing to take a harder line toward wrongdoers. There was merit there. The world was a harsh and unforgiving place. That didn't mean one had to give up on saving others – if anything, it drove home the point of doing so more strongly. Rather, it went to show that one couldn't walk through the world with blind naiveté and that fiends often masked themselves in innocent faces.

And some things, no matter how unpleasant, had to be done.

**Notes for the Chapter:**

> This is another chapter that got away from me and grew really long. I'm splitting it and will try to get the conclusion to Mami and Kyouko's run through the labyrinth with Junko Kanme up within the next few days. On a side note, I'm really glad that folks have been enjoying this story and have stuck with it. When I started, I never quite imagined getting the response that I've gotten with this. Thank you to everyone who's read. It means a lot to me.


	21. The Hospital Again

"Mami, we need to double-time it out of here if we don't want to get caught up fighting Anzu, and whoever else decides to show their face," Kyouko said.

"You're right." Mami turned to Kaname. "I know Ozaki might have been an old friend of yours…"

"An old friend who was willing to have me kidnapped and used as a hostage," Kaname said. She sighed heavily. "This day has been full of awful surprises. I'll have to a lot to think about when I'm back…well, to Earth again, I guess."

"I can sympathize," Mami said. "Are you rested up enough to run some more?"

Kaname nodded. "Yes."

"Then let's get going. Kyouko, take her."

"Roger." Kyouko grabbed Kaname's hand, and the trio took off running again.

The other side of the chasm led another series of winding tunnels full of wires and pipes and more worker robots. The familiars seemed fewer here, with only little beavers working away on the walls. Perhaps the trio was close to the exit. Or perhaps the witch was busy sending its familiars to fight Anzu Anzai. Whatever the reason, Mami was grateful for the small break.

As they turned a sharp corner, Kaname suddenly slipped in a puddle of brown grease on the floor. Her foot twisted sideways as she fell to the ground. She cried out, and her face scrunched up in pain. Mami stopped what she was doing and immediately conjured up rifles around them to hold off anything that might come near. If they were going to be a stationary target, she needed to arm herself.

Kyouko stopped and looked down at Kaname. "That sounded bad. Can you stand up?"

Kaname tried, but her hurt foot collapsed out from under her, and she grimaced. "Ouch! No, not without a lot of pain. My foot…"

"I guess she's twisted or sprained it," Mami said. "Pick her up and keep moving. We'll nearly out."

"Right." Kyouko stepped in front of Kaname with her back to her. "Mami, help her hop on. I'll try not to jostle her too much."

"Are you really strong enough to carry me like that?" Kaname asked.

"Absolutely. C'mon, we need to get moving again."

Mami helped Kaname to her feet. As Kaname wrapped her arms around Kyouko's neck, Kyouko grabbed her legs. Mami wondered if any other magical girls had ever given a civilian a piggyback ride out of a witch's labyrinth before. Well, Kyouko was a trailblazer. Kaname held tight to Kyouko as they fled, burying her face in Kyouko's neck.

They ran down a deserted corridor. Mami could see a little light at the far end. Were they finally near the end of this accursed labyrinth? As they drew closer to the far end of the tunnel, however, the sound of clanking and buzzing rose ahead of them. They emerged into a large open area with a little door made of pure light at the far end.

The exit.

Another small army of robotic familiars stood in their way, however. Their numbers consisted of both flyers and land animals. They all looked ready to fight. Mami could have taken them by herself, but that would leave Kyouko on her own with Kaname on her back. And Kyouko couldn't very well leave Kaname alone and help Mami out.

"Gah," Kyouko said. "Right when we're almost out."

"No worries," Mami said. "I'll cut us a path."

Without another word, Mami charged forward, firing off her muskets as she ran and gunning down the familiars that stood directly between them and the way out. Metalic screeches filled the air as the robots fell. Mami turned and ran back toward Kyouko and Kaname. With a flick of her hand, links and links of thin, hardened ribbons surrounded them, creating a small tunnel for them to dash through to the way out. The familiars ran at them but were stopped by Mami's makeshift barrier. The ones that tried to go through it were cut to shreds as they tried – Mami had hardened the ribbons until they were razor-sharp bits of wire.

They dashed through the little portal of light and emerged back into the lobby of the under-construction apartment building they had been in a short while ago. Behind them, the witch's barrier shifted and changed a little. Mami wondered how Anzu Anzai was faring against the witch and its legions of familiars. Well, that wasn't their concern.

"You know, Mami," Kyouko said, Kaname still clinging to her back. "That was an interesting way of cutting. Pretty awesome idea, though."

"Thank you." Mami chuckled, and Kyouko smiled at her.

Kaname looked around. "I can see clearly again. Where are we now? A construction site?"

"Yes," Mami said. "Don't worry. You're in Mitakihara once more. But I believe we need to get you to a hospital so someone can look at your foot."

Kyouko carefully set Kaname down, and both she and Mami changed back to their regular forms.

Kaname missed that. She had closed her eyes and slapped her cheeks lightly. "So this is the real world again? For sure?"

"It is," Mami said. "Now, I know you're hurt and tired, but we shouldn't linger here."

"Are we out of danger?"

"More or less," Kyouko said. "Mami's just making sure we vacate the place before any other scoundrels pop up."

"Exactly," Mami said. She didn't want Anzu Anzai to finish up with the witch and emerge from the labyrinth, nor did she want to run into Homura Akemi while they were assisting a civilian. She stepped to one side of Kaname and helped her up. "Here, put your arm around my shoulder. You can lean on me."

"And me too!" Kyouko said, getting on Kaname's other side. "You shouldn't walk on that foot."

"Thank you, girls," Kaname said as she limped out of the apartment building, supported by Mami and Kyouko.

"This feels familiar," Kyouko said as they started down the sidewalk.

"Indeed," Mami said, chuckling.

They slowly made their way along the city streets. Mami kept an eye out for Homura Akemi but thankfully didn't see her. Nor did Anzu Anzai seem to be chasing after them. Perhaps she would go off on her own after she slew the witch. That would be fine. Mami and Kyouko could deal with her and Homura Akemi another time.

_We keep putting it off, but Anzu definitely had a hostile intent back in the labyrinth. It's going to come to fighting with her and Homura Akemi eventually. There's no way around it._

"So, I'd like an accounting as to what that place was," Kaname said. "And what you two are. I'm not exactly a believer in the supernatural, so I feel like there must be some rational explanation. Please, tell me."

"You fell and twisted your foot," Mami said. "We found you, and we're getting you to the hospital."

"That's all true," Kaname said as she hobbled along. "But strange things went down back there. What–"

"Kaname-san," Mami said. "I apologize for interrupting. I think it would be best if you forgot about everything that happened. I know I can't force you to never speak of it, but I hope you'll consider silence."

"I see. May I ask why?"

"We'd like to avoid further unnecessary complications."

"What kinds of complications?"

"I can't go into any detail, but let's just say that you've seen and heard perhaps more than you should. And we'd prefer it not cause any further trouble for you or us."

"You two aren't spies, are you? Working with the police or Interpol or something?"

Kyouko laughed. "That would be cool, but no."

"Then what?"

Mami shook her head. "We're not at liberty to say. All we can ask is that you keep anything you remember to yourself."

Kaname sighed. "Yes. Perhaps that would be for the best. I don't understand everything that happened, and I couldn't make sense of anything back there. What little I could discern, well, I don't think anyone will believe me, not that two teenage girls in strange costumes pulled me out of an alternate dimension and saved me from gangsters." She shook her head. "Ozaki, though. And Tanaka. You know, it feels just as bad knowing what they were mixed up in as it does to realize that they're dead."

"I can imagine that's difficult for you," Mami said. "I'm sorry about that and your losses."

"Yes," Kaname said. "It's a lot to digest."

"It's hard when you see people die," Kyouko said. "I've been through that myself. So has Mami. You never really get used to it. You just kinda learn to deal with it and accept it. It's both wonderful and terrible that your heart eventually heals or at least stops hurting so much all the time."

Mami felt herself choke up a little. She couldn't have imagined Kyouko being so sympathetic and insightful when they had first run into each other a few weeks ago. It was amazing how much could change in a short period of time.

"The police are going to notice Tanaka's death, however," Kaname said. "But they're not going to find anything, however, are they? I mean, who's going to pull his body out of…wherever we just were?"

"Likely no one," Mami said. She couldn't see Anzu Anzai or Homura Akemi caring. "Again, I'm sorry for what happened to those people back there, but–"

"No, no," Kaname said. "You're right, let's not speak of it any further. I don't ever want to be involved in any criminal business." She sighed. "I need a drink. Or three. And I think I'm going to take a short vacation from work after this."

"That sounds good. I'm sure you'll require time to rest and recovery from your injury." Considering the last time they had escorted Junko Kaname, Mami might have suggested laying off the alcohol, but it wasn't really her place to comment on that sort of thing. She hoped Kaname wouldn't suddenly decide to blab about them after getting inebriated. Of course, if that happened, people would just take whatever she said as drunken rambling.

"One other question. And I do want an answer to this one."

"Yes?"

Kaname looked from Mami to Kyouko and back again. "You seem familiar. Have we met before?"

_She doesn't remember the night Kyouko and I helped her home. She was that drunk._

"Eh, probably not," Kyouko said. "I'm not even from Mitakihara. I'm from Kazamino."

"Really? What were you doing here?"

"Uh…just hanging out with Mami."

"Oh." Kaname turned to Mami. "What about you?"

"You have a daughter around our age, right?" Mami asked. "I heard you say so. Perhaps you saw me at her school." It was probably better not to bring up the evening when they had saved Kaname and remind Kyouko that Kaname had vomited on her. That would necessitate some awkward and potentially embarrassing explanation.

"Possibly," Kaname said. "I can't think of anywhere else I might've met you. Or maybe I've met your mothers somewhere, and you remind me of them."

"I would take that as a compliment," Mami said.

Kyouko nodded. "Me too."

"I'm sure they're both very proud of you, girls," Kaname said, smiling warmly at them."

Kyouko said nothing and looked away, apparently deciding that was enough conversation for now. Or maybe it hurt her to have her family brought up again. Either way, they needed to see Kaname off soon.

"Let's get you to the hospital," Mami said. "The sooner you're treated, the better."

_And the sooner civilians stop having to do anything with the business of magical girls and witches, the better as well._

* * *

"We got a hold of your husband, Kaname-san," the nurse said. "He's on his way."

"Thank you."

The nurse bowed and left the room. The hospital room was spacious and big enough for several beds, but Kaname was the only occupant, sitting upright on the room's sole bed with her legs stretched out in front of her. Outside the window, Mami could see nothing but a few street lights and some nurses milling about on a break. They were on the first floor, so there was no view of the cityscape from here.

A doctor had x-rayed Kaname's bruised and swollen foot, then iced it, injected it with something, then wrapped a thick, heavy bandage around it. Given some time, she'd recover just fine. Her only complaint was that the hospital wouldn't serve her any alcohol. Instead, they'd brought her a bowl of miso soup and some coffee. She gulped downed the coffee and picked at the soup.

"Ah, excellent," Mami said after the nurse had left. "I believe we'll be taking our leave, then."

"So soon?" Kaname asked. "I thought perhaps you'd like to meet my husband. He'll no doubt want to thank you for everything. And I'm sure my daughter would certainly get along with you, assuming she comes as well."

"We had better not linger," Mami said. As friendly as Junko Kaname was, Mami felt that magical girls needed to avoid any involvement with civilians. There had been too much already. "It might be awkward. We'll give you and your husband privacy." Kyouko nodded in agreement.

"Very well," Kaname said. "You know, I've never been a believer in angels, but if I didn't know better, that's what I'd think you two were."

Kyouko guffawed. "Angels! Angels…" She paused. "Actually, I kinda like that. Yeah, let's go with 'angels.'"

"We're not angels," Mami said. "Just a couple of ordinary girls who helped you to the hospital when you hurt your foot."

"I was thinking, as we were heading here," Kaname said. "You girls saved my life. Since I might not get a chance to say so again: Thank you from the bottom of my heart."

"You're more than welcome."

Kyouko shuffled her feet bashfully, an odd behavior for her. "Eh, just glad you made it out okay."

"Is there any way I can repay you?" Kaname asked.

"Nah." Kyouko shook her head. "You don't have to worry about that. You're not in our debt or anything."

"There must be something, though."

"Yes, there is," Mami spoke up. An idea hit her. It was a long shot, but she had to ask. "Are you familiar with Sagawa Real Estate?"

"Ozaki's company, right? Yes, other than her, I know a couple of folks there. I've had dealings with them."

"Yes. They own a certain property in Kazamino. The Sakura church. They had some plans to tear it down, but I don't know what they intend now. If there's any way you'd be able to persuade them to abandon those plans…"

"Mami…" Kyouko looked at her with her mouth hanging open.

"I had to ask," Mami said.

Kaname studied both of them. "Are you sure you aren't angels? You're asking me to look into saving a church, after all."

Mami chuckled. "Again, we aren't."

"Huh." Kaname rubbed her chin. "Is that all? Well, I'll see what I can do."

"That alone is thanks enough."

"Hey," Kyouko said. "One more thing." She reached into her pocket and pulled out the USB drive they were supposed to have handed over to Ozaki. She held it out. "Do you want this? I think it's got some kind of corporate data on it."

"Oh?" Kaname looked at her curiously. "Why do you have it?"

"Uh, Ozaki dropped it," Kyouko lied.

"I see." Kaname raised an eyebrow, leading Mami to wonder if she had really fallen for Kyouko's fib or not. "I'd have to see what's on it, but, sure. I'll take it off your hands. If it contains records of Ozaki's criminal dealings, it'll need to go to the police, not that they could do anything about her now."

"We're not sure what exactly it contains," Mami said. That was sort of true, at least. "But it doesn't belong to us."

"Alright." Kaname shrugged and accepted the USB drive from Kyouko. "I'll see what I can do with it."

"Very good. Then, good-bye, Kaname-san." Mami bowed to her. "We wish you well in your healing and everything beyond."

Junko Kaname waved. As they left, Mami hoped that she'd bought most of what they had said, would keep silent, and perhaps even help them with Kyouko's church. It was a lot to hope for, but Mami remained optimistic. They rode the elevator down and exited the hospital. Though late, there were still many people around. They passed people in business suits, folks in casual clothes just going out to eat or shopping, and children walking their dogs.

"I'm hungry," Kyouko said when they were a few blocks away from the hospital. "What're we gonna have for dinner, Mami? I think–"

"Wait." Mami stopped and gestured with her head. "Kyouko, look."

A man with glasses was walking toward them, holding hands with a little boy who toddled alongside him. He looked vaguely familiar, but Mami wasn't concerned with him. She was concerned about the girl walking next to him: a teenage girl in a Mitakihara Middle School uniform whose pink hair was tied up with red ribbons.

It was her, one of Homura Akemi's friends, the one who had been with her inside Kyouko's church. She noticed Mami and Kyouko watching her and stopped as she neared them, giving them both a strange glance. Her eyes widened a bit, but she said nothing as the man and little boy continued on by. Mami kept her expression blank, while Kyouko narrowed her eyes and curled her lip. The three of them stared at each other for a moment before the man that the girl had been with called after her.

"Madoka! Come on! I don't want to leave you behind."

"Coming, papa!" the girl, whose name was apparently Madoka, yelled. She gave Mami and Kyouko one last distrustful glance before running to catch up with her father. They turned the corner and vanished from sight.

"That was unexpected," Mami said. "I wonder where Homura Akemi and her other friends are."

"Homura Akemi's probably off helping Anzu," Kyouko remarked.

"Good point."

"Should we have done something just now?" Kyouko asked. "Or at least said something to her?"

"No." Mami shook her head. "It would have been foolish to act with people nearby, especially her family. I'm wary of doing anything unprovoked as well. Also, did you notice? There was no ring on her finger. She's not a magical girl."

If not her, then which one was it that had contracted? They needed to check with Kyubey on that. They were outnumbered and needed to be more aware of their next enemy's capabilities.

"Doesn't matter if she isn't a magical girl," Kyouko said. "Homura Akemi still made her part of this by taking her to my church. And there's no guarantee she won't contract. One of Homura Akemi's other friends did, after all."

"True. And that pink-haired girl could make trouble for us in the future. Did you sense it? She has a lot of potential as a magical girl."

Mami had noticed it as the girl passed. That Madoka would certainly be a powerful magical girl. Just what would happen if she contracted? What if Homura Akemi turned her loose against them? Things would no doubt get ugly quickly.

Kyouko, however, remained unconcerned and waved her hand dismissively. "Having potential and using it are two different things, Mami. Besides, no matter how much 'potential' she has, we're still more experienced. That counts for a lot too."

"I suppose." Mami sighed. "Perhaps I ought to not worry about that until it happens. If it happens."

"Good idea. You worry too much anyway, Mami."

Mami smiled at her. "And, you rarely worry."

"Guess we balance each other out that way."

Mami laughed. She had laughed more in these past few weeks with Kyouko than she had since she had first become a magical girl. She latched on to that feeling and held on to it. Maybe it wouldn't last forever – few things did – but for this one moment in time, joy filled her.

"So, about dinner…" Kyouko said again. Mami should have known she'd immediately return to that subject.

"Let's rest for a few moments," Mami said. "We can decide then."

There was something she and Kyouko needed to discuss. And it wasn't their evening meal.

They sat down on a bench at a covered bus stop. It looked like a giant glass cylinder someone had laid on its side. The long bench spanned it, but Mami and Kyouko were the only people there. Behind them, Mi-ta Kun, Mitakihara's mascot, grinned at them from a sign. Mami looked up and noticed that the sky had clouded over.

_It's going to rain soon. Perhaps tomorrow or the day after._

"Phew," Kyouko said. "What a day." She pulled a bag of rice crackers out of her pocket, tore it open, and began snacking.

"Don't spoil your dinner," Mami said, though she knew Kyouko's appetite rivaled few things in size.

"Ha! Hardly." Holding out the bag to Mami, Kyouko offered, "Want some?"

"Just a few, thank you," Mami said, taking a bit and munching on them. "Yes, it was quite a day. But it turned out better than we might have otherwise expected. We're safe from any direct retribution from Ozaki and her goons. And if Kaname-san can do as she suggests, then your family's church is safe as well."

"Assuming she stays sober, anyway."

"She seemed to have a level head on her shoulders. Perhaps she was simply blowing off steam that evening we found her." Mami had read that was common among adults. She didn't entirely understand it, but she supposed everyone needed ways to deal with stress.

"Maybe," Kyouko said. "It's gonna be hard for Sagawa Real Estate to do anything with Ozaki dead anyway. But even if Kaname can't manage anything, I'm glad we saved her. I kinda forgot how nice that is. You and I were like…"

"Storybook heroes?" Mami finished, recalling Kyouko's fondness for the sorts of books she had read.

"Yeah," Kyouko said. "How many other magical girls do you think could have managed what we did, Mami? Pull a normal out of a witch's labyrinth with nothing more than a hurt foot on 'em?"

"I'm sure there many who could have, but I see your point."

"Yeah, I guess others maybe could've managed, but not many would have. That's an important distinction. You're too modest, Mami. You know magical girls like you are rare."

That was true. Kyubey had said as much to Mami in the past. Many magical girls concerned themselves with little more than whatever they had wished for and gathering grief seeds. Mami didn't necessarily hold that against them; the magical girl lifestyle pushed many to that point.

"I'd say magical girls like you are rare as well," Mami said. "Many might rely solely on their magic. Or brute strength and speed. But you have both in your toolbox now, since you're making use of your illusion magic again."

"Yep, I do. It's not the same as before, but my magic is back."

"Why did you stop using it in the first place? You told me you could fight without it, but–"

Kyouko hung her head in shame. "I couldn't. Use it anymore, that is."

"What do you mean? You couldn't bring yourself to use it or that you were wholly unable to?" Though Mami suspected she already knew the answer.

"I just suddenly was unable to. When I tried, nothing happened. That day you found me in the snow was when I discovered my magic stopped working. It was like I forgot how to use it altogether." She paused and swallowed. "I had to learn how to fight without it. You saw how I was. I was nothing compared to what I had been."

"You were hardly 'nothing,' Kyouko. We could have still–"

"No, we couldn't have. What was I supposed to do? Tag along with you, all weak and miserable, feeling like a magical girl charity case?"

Mami's heart ached. She had regretted so much what had happened then – their arguments, their fight, and their subsequent split. And she had often wondered how much of it was her fault. Now she realized Kyouko had felt the same way all along. It was a wound that only time and their subsequent reconciliation had healed.

"Kyouko. Look at me." Mami reached out and tilted Kyouko's chin up until their eyes met. Tears ran down Mami's face. She whispered, "I would have helped you. No matter what it took, no matter the length of time required."

"I know you would've. And that would have made me feel even worse." Kyouko shook her head. "Mami, I was angry and bitter. I hated everything and everyone – my wish, you, the world, whatever. And I couldn't forgive myself for everything that had happened. What went down between us sucked, but it was the way things had to go."

_Oh, Kyouko. You had to go through all that and more alone, with no support and no one to rely on but yourself. That you made it through without collapsing into despair speaks to how strong you are. Or maybe you wore your bitterness like armor to protect you. Either way, you handled your tragedy and subsequent setback far better than I ever would have._

"I understand," Mami said. "That's the past. I know it's painful for you, and we don't need to rehash it any further. So what about the present? What's changed?"

Kyouko's eyes almost looked sad. "Mami, what did I do to deserve you?"

"Sometimes, I've wondered the same thing about you." Mami smiled back at her.

"Heh. Just a few weeks ago, I would have thought those were empty, meaningless words, and I would've rejected them. Now I know they're genuine." Kyouko sighed. "What's different? I don't know. Kyubey told me I couldn't use my magic because I had subconsciously rejected my wish. I don't think that's changed. I mean, I still haven't exactly gotten over what happened. You never really do, not from that sort of thing. You know?"

"I do know," Mami said. "Perhaps not in the exact same circumstances as you, but yes."

"Yeah. Maybe I've just accepted things now. I feel more at peace, you know? More content than I did before."

 _Is that because you're with me?_ Mami wanted to ask.

It was egotistical to think so. Perhaps Mami had helped, but Kyouko had recovered on her own. Mami understood how she felt too. She had also felt more content recently. But more than that, she'd been happy. Having Kyouko stay with her, sharing things with her, and fighting alongside her…those things were all priceless. And the "more than friends" feelings that developed between, well, that was something new and splendid as well.

Mami felt her face grow a little warm, thinking about the last part. Sure, Kyouko felt as such also, but it was still awkward for Mami. She had never experienced anything of this sort before.

"Mami?" Kyouko asked. "You okay? You look kinda flustered there."

_That doesn't do much for my image of the reliable senior magical girl. Then again, Kyouko's seen me cry many times, so that image is pretty much shattered anyway. Maybe I've moved beyond needing that._

Mami decided to simply be forthright. She had spent so much time simply putting on a pleasant smile and hiding everything else she felt.

"I'm glad you feel at peace, Kyouko," Mami said. "Because I do too. With you around, I've been happier than I have been in ages. Every day with you is a treasure. And my feelings for you aren't ones I've ever felt before. But they're there and genuine and come from my heart. If we ever to separate again, I'd feel like part of me was missing."

There. She had said it out loud. It sounded a little like something a protagonist in a romance manga would say. But Mami had done her best to speak honestly.

Kyouko blinked and turned as red as her hair. But not just her face – her ears and her neck followed. She looked as though she had just stepped out of a sauna. It was quite a sight, and Mami half-expected steam to come out of her ears.

"Gosh, Mami…I…uh…"

"Oh, my." Mami gave her a playful smile. "I'd not have expected my words to have quite that effect."

Kyouko looked away. "Shut up, Mami."

She wore an enormous grin, however, the kind that one couldn't hide or easily wipe from one's face.

"I thought your spirit was calm now," Mami couldn't resist joshing her just a little. "And yet, here you are all worked up."

"I'll show you worked up."

Kyouko dropped the bag of rice crackers, reached up, and grabbed Mami's face in both hands. Before Mami could say or do anything, Kyouko planted a kiss directly on her lips. She pulled back and gave Mami an impish smile. The red had run from her face.

"Consider that payback," Kyouko said. "I don't take that sort of teasing lightly. I mean, I kissed you because I wanted to, because, yeah, I like you. As more than a friend or my senior magical girl. But still."

Mami said nothing and put her hand to her lips as if to confirm what just happened. A million thoughts ran through her mind, none of them entirely coherent. It had happened so quickly and unexpectedly. It blew right by her like a sudden gust of wind. Like Kyouko herself. She had flown out of Mami's once like a whirlwind, and now she had returned, sweeping Mami away again.

_Only this time it's different. Better. Sweeter. More meaningful than anything._

Kyouko tilted her head. "Holy moly, she's speechless. Hey, Earth to Mami. You gonna say anything?"

"Your lips taste like rice crackers," Mami whispered, lowering her hand.

Kyouko's face scrunched up, and then she burst into laughter, doubling over. Mami quickly joined her. She couldn't help it. She laughed and laughed until her stomach hurt and tears fell from her eyes.

_I wish I could freeze this moment in time and keep it that way forever._

Eventually, their laughter faded. Kyouko sighed and leaned her head against Mami's shoulder, stuffing the last of her rice crackers into her mouth. For a moment, there was only the sound of Kyouko crunching and the bag crinkling. Even the background noise of the city seemed to diminish around them.

"So, what now?" Mami finally asked.

"We go home and have dinner," Kyouko said. "And then some cake. To celebrate saving someone's life and…everything else."

Mami snickered. "But we don't have any cake at home. You ate it all while I was at school."

"Oh. Right. In that case, let's buy some and eat that. Might as well buy dinner while we're at it and give you a night off from cooking. You did a lot today, after all."

"Very well. But no fast food."

"What? C'mon. This is precisely the evening for fast food. I want a burger. Maybe two or three."

"You sure can put those away."

"You know it." Kyouko stood up and held out her hand. "So let's go."

"Very well. Just this once."

Mami rose from the bench and grasped Kyouko's hand. Her fingers entwined with Mami's, a warm feeling that mimicked the warmth in her heart.

"Kyouko, thank you."

Kyouko tilted her head. "For what?"

"For you. For everything."

"You got it, Mami."

By holding on to Kyouko's hand, Mami held on to this one moment in time. She didn't want to let go of either.

**Notes for the Chapter:**

> I ended up rewriting this chapter entirely, and I think it turned out slightly better. The next chapter will be a pretty substantial Homura one that I'm really looking forward to.


	22. The Ghost on the Train

The train rumbled along, speeding out of Mitakihara proper toward the outskirts. The bright lights of the downtown shops and buildings were behind them, and outside the train, the view was mostly dark, with only occasional streetlights providing any illumination.

Homura and Hitomi sat next to each other on the bench seat, neither girl saying much. Hitomi sat properly with her back straight and her hands folded over each other in her lap. She looked very prim and proper and towered over Homura, who had hunched forward slightly while thinking.

Too many different threads of thought ran through her mind: Madoka, Anzu Anzai, Hitomi, Mami Tomoe, Kyouko Sakura, and Walpurgisnacht. They were all connected, but unraveling them and tying them together in a way that successfully brought about the result Homura wanted was another matter.

"You're certain we'll find a witch so far out from the city?" Hitomi asked. Apparently, she'd decided to try and draw Homura back into conversation once again.

"We will." Homura had discovered this witch herself, back in a very early timeline. It always showed up on this particular day and was a reliable grief seed source for her. In a way, it was almost comforting to have something constant across different timelines. "Witches can attack anywhere, but this one is predictable."

"How do you know?"

"Statistics have shown it'll appear."

Hitomi tilted her head. "What do you mean?"

"Exactly that."

"I don't understand."

"You don't need to. When we reach Shiroi Station, you can track it. That'll give you some experience."

 _Which you sorely need. You need to practice fighting as well. I'm less sure how to instruct you on that. I can't just tell you to stop time and shoot your enemies or blow them up. You managed to take down one witch, but it wasn't easy for you from what you said. And Anzu was actually right: that_ was _a weak witch. I can't ever recall Sayaka Miki having trouble with it._

"That's a good idea," Hitomi said. "The more I work at finding witches, the more efficient I'll become, right?"

"Presumably." Homura hoped Hitomi would also grow strong enough to help fight Walpurgisnacht, though, ideally, she'd have Mami Tomoe and Kyouko Sakura along as well. After all, the more magical girls, the better. She remembered one timeline where she had reached the battle against Walpurgisnacht with some help – but it had been only herself and a very worn-down Sayaka Miki, who had turned into a witch during the fight. What a mess that had been.

"Well, I do want to get better," Hitomi said. "And the faster I can complete magical girl activities, the more time I'll be able to spend with Kamijou-kun."

"Just keep your priorities straight."

"I do. I take my magical girl work seriously and work hard and learn from you. And I give it my all when it comes to Kamijou-kun as well."

Kyosuke Kamijou was clearly a topic Hitomi wanted to discuss. This was her third attempt to try and steer the conversation toward that boy. Homura decided she may as well indulge her. Otherwise, she'd be distracted when it came time to fight.

"You seemed to be getting along well with him at school," Homura said, unable to think of anything substantial to say. Hitomi had taken at least some of Homura's advice to heart and not assumed that she was simply owed affection from him because of the contract she'd made. On the other hand, the full ramifications of her actions had yet to land.

"Yes. I confessed to him, and he accepted my feelings. It's so lovely." Her eyes sparkled, and she sighed happily.

"I'm sure," Homura said. She resisted pointing out that it wasn't lovely for everyone – Sayaka Miki had sat glumly at her desk watching Hitomi and Kyosuke Kamijou flirt (or whatever they were doing) on the other side of the classroom during their break. Homura felt sorry for her. Even in the timelines where Sayaka didn't contract, she seemed doomed to suffer.

_If any gods truly exist in this universe, they have a lot to answer for._

"I knew you'd understand," Hitomi said. She smiled brightly. "You're in the midst of your own love affair, aren't you? Granted, you and Madoka are both girls, but there are still quite a few similarities when I really think about it. Your heart goes pitter-patter, and you find yourself wanting to be with them all the time. Some things persist, regardless of the genders involved. What do you think, senior magical girl? Is it like that for you too?"

Homura had heard enough. "I think my junior should worry about her own romantic life, not mine. But more importantly, she should focus on becoming a stronger magical girl."

On a whim, Homura reached out and grabbed Hitomi's soft cheeks, one in each hand. She pinched and pulled, and Hitomi's face stretched out like putty. Hitomi, completely caught off guard by this act, turned a little red. She flailed her hands in panic, and strange, nonsensical noises tumbled out of her mouth. Homura couldn't make any words out, but it sounded like she was trying to say, "Homura, stop it!"

An elderly woman in the seat across the train chuckled at the scene they were making. "You girls must be good friends."

A shiver ran down Homura's spine. She stopped and released Hitomi, suddenly feeling like a goose had walked over her grave. She looked at the old woman, her mouth hanging open slightly. All she got in return was a grandmotherly smile.

_Didn't something similar happen the first time I was here? Yes, except I wasn't involved then. It was–_

"Ow," Hitomi said, rubbing her cheeks. "Why did you do that, Homura?"

Homura turned back to Hitomi and blinked as she returned to reality. Why had she done that? It wasn't like her. Well, she hadn't appreciated Hitomi's comparison. Some things you just didn't say. Still, that didn't warrant physical punishment. Was such an act simply supposed to happen at that particular space and time when certain conditions were met? Maybe. Homura normally made this train ride alone. Not even Kyouko Sakura accompanied her in timelines where they worked together. She couldn't recall if the old woman appeared or not.

"You can't let small surprises like that startle you," Homura said. That excuse would serve. "Witches, familiars, and hostile magical girls will give you even less warning than I did before attacking."

"So, that was a lesson?"

"Everything is a lesson." Homura had learned too many the hard way.

"I see. You're an unpredictable teacher sometimes."

"You'll get used to it."

"I'm already starting to." She folded her hands back into her lap. "Anyway, you haven't lived in the city for very long still. Would you like some ideas on places to go for romantic outings? I was thinking Kamijou-kun and I might–"

"No." Homura cut her off, not wishing to return to that topic. "No more talking for now. I'm going to rest some. Rouse me when we reach Shiroi Station."

_Sit there and daydream about dates for all I care. Just focus when we get to the labyrinth._

Homura leaned back and closed her eyes, her mind drifting back to the first time she had been here.

_Five of them rode the train. Five magical girls together, heading off to fight a witch. Kyouko Sakura, joining them for the first time, questioned whether they were all really necessary. Mami Tomoe had ignored her and put the greatest distance possible between them._

_Homura sat between Mami Tomoe and Madoka. She was closest to Madoka and wanted to remain by her, no matter what. Kyouko Sakura scared her slightly; this was the first time Homura had met her. Sayaka, who trusted neither Homura nor Kyouko, somehow ended up between the red-haired girl and Madoka._

_Homura had been the one to point out this site as the victim of a potential witch attack. Mami Tomoe had agreed with her, as did Madoka. Kyouko Sakura, now part of their little group, declared she'd accompany them to make sure nobody screwed things up._

_Sayaka was another matter. She had shrugged and quietly muttered she'd come along too. She almost seemed like she was wasting away. At the time, Homura didn't entirely understand the conditions that would lead to a magical girl becoming a witch – just that it would happen. So, she didn't comprehend the gravity of Sayaka's situation nearly as well as she would in later timelines._

_Still, Homura held out hope, despite the horrible knowledge she carried with her. Somehow, the awful fate that lay in front of them could be thwarted. Somehow, Sayaka would recover._

_Not everyone was sympathetic to Sayaka's predicament, however._

_"What're you moping so much for?" Kyouko asked Sayaka, biting into a taiyaki cake. "Aren't you like Mami? All about teamwork and justice and crap like that? You should be ecstatic with this many magical girls together going off to stop an evil witch and blah-blah-blah."_

_"Please be kind to her," Madoka said from Sayaka's other side. "She's suffered a nasty shock and is having some difficulty working through it."_

_"That's no excuse. We've all gone through tough times." Kyouko leaned over Sayaka. "Eh, Mami?"_

_Mami glanced over, her face like stone. "To some extent, Sakura-san."_

_Homura didn't think the gap between them would ever close. Instead, it widened with every interaction. They didn't argue on the train, but they exchanged no friendly words either. Homura got the impression that they had been previously acquainted but definitely didn't like each other._

_"This atmosphere's a total bummer," Kyouko complained. "I thought it'd be livelier." She poked Sayaka's shoulder. "You're the worst offender of the bunch."_

_Sayaka's eyes shifted toward Kyouko, but she still said nothing._

_"C'mon, let's see that pretty smile." Kyouko reached over, pinched Sayaka's cheeks, and then pulled at them. Sayaka groaned a little at this but didn't resist._

_The elderly lady across the aisle chuckled at them. "You girls must be good friends."_

_"Heh." Kyouko smirked and let go of Sayaka's face._

_Madoka smiled at the woman. "I think they're getting there."_

_Sayaka said nothing and returned to staring miserably at the floor. The woman chuckled again and gazed out the window. Kyouko shrugged and went back to eating._

_"Fine. Give me the silent treatment. That's not a nice way to treat the new girl, though." Kyouko instead leaned across her. "Maybe what's-her-face will talk to me instead."_

_Madoka tilted her head. "Me?"_

_"I've already talked with you a lot. I was referring to glasses girl over there."_

_"Oh, you mean Homura-chan."_

_"Right. Hey, Homura!"_

_"Eh?" Homura jumped, startled at being addressed. "M-Me?"_

_"Yeah, you. You see anyone else here named Homura? Homura? …Homura?"_

_Her voice echoed in the dream._

"…Homura?" Someone shook her. "We've arrived."

Homura's eyes shot open. She was still on the train, but there was only one other magical girl with her, not four, and that one had woken her up. The train had stopped, and the doors stood wide open. She looked across the aisle. The old lady was gone. Maybe she had never been there in the first place and had been a shadow of Homura's memory or even a hallucination.

"Let's go." Without another word, Homura got up and briskly walked off the train. Hitomi scrambled to keep up with her.

As she walked across the platform and into the station proper, Homura took a deep breath, trying to clear her head and focus on the task at hand rather than the dream she'd just had. It didn't do any good to dwell too much on previous timelines.

"Where do we go from here?" Hitomi asked when they had reached the station exit.

"Follow your soul gem," Homura instructed her. "If you start to go in the wrong direction, I'll correct you."

Hitomi pulled the ring off her finger, and it transformed into a small green gem. "Are you going to use yours as well?"

"I don't need to. I know where the witch is already. This is an exercise for just you."

And it was a good one for her to practice on. This witch ( _Madge_ , Homura thought, _its name is Madge_ ) never moved any distance at all. The entrance to its labyrinth always popped up in the same closed-down community center. Homura couldn't recall a single timeline where that hadn't been the case.

Fighting it, of course, would be another matter altogether. Well, they'd handle that when they actually reached their destination.

"Homura," Hitomi said. "Just how long have you been a magical girl?"

"A while."

"I figured that. You know so much. But how long exactly?"

"Never mind that. Just start tracking the witch."

"Right." Hitomi studied her soul gem closely. "It isn't near the station, is it?"

"No. We have a walk ahead of us, but it won't be too long."

"Then let's head this way." Hitomi started in the direction of an intersection a block away. They crossed a street and turned left in front of a convenience store. Hitomi decided that the opposite road was the one to follow, and Homura nodded in approval.

They had gone some way down that street when a voice beside them suddenly broke in. "Hey there. What's a couple of cute girls like you two doing walking around here so late?"

Homura looked over. A boy in a school uniform she didn't recognize had fallen in step alongside them. He looked older, maybe a third-year in middle school or even a high-schooler. His shirt was untucked, and his hair was a tousled mess. A cigarette dangled from his mouth.

Hitomi's eyes darted to the side. "Um…"

"Go away," Homura said to the boy.

He didn't listen. Instead, he sped up and stopped in front of them, blocking their path. "Playing hard to get, huh? Aw, don't be like that, girlie. I just thought we could get to know each other."

He reached out toward Hitomi. Without a word, Homura transformed in a flash and stopped time. She stepped around the boy, and as she restarted time, bonked him in the back of the head with her shield. He collapsed face-first onto the ground, and Homura transformed back.

Hitomi's mouth hung open. "Homura!"

"We can't waste time with idiots like him," Homura said. She turned and started walking. "Let's go."

"But did you really have to hurt him?" Hitomi asked as she caught up. She briefly glanced over her shoulder. "We could have just walked off. I thought, as magical girls, we were supposed to protect people, not attack them."

"Sometimes, you have to disregard the rules," Homura said. "And rigid ideals will only bring about a bad end for you."

"I…see."

"No, you don't. Not yet. But you will."

Hitomi looked at her as though she had just swallowed food she didn't like.

Homura sighed. "You obviously shouldn't harm ordinary humans without good reason, but you don't owe them anything either."

"I suppose I can see that. I was just a bit surprised how you suddenly struck that boy simply because he annoyed us."

"He'd no doubt have done more than that if he'd had the chance," Homura said. "And he'll be fine in a few minutes anyway. He may have a headache when he wakes up, but that's it. All I did was bump him on the head."

_I'm not Anzu Anzai, after all. If that boy had bugged her, he'd be dead. She kills people because she can. I only kill someone when there's no other option left, and they force me to._

"Well, let's return to our hunt." Hitomi looked back at her soul gem and then pointed. "The witch is…down that side street over there, right?"

"Yes." Homura nodded. Figuring she might as compliment her junior's performance, she added: "Very good. Keep it up."

Hitomi smiled at her and started down the side street that her soul gem pointed to. They walked several more blocks past small shops and a school. This far away from the city, few buildings stood higher than two or three stories. This place was really little more than a bedroom community for people who worked in Mitakihara but perhaps didn't want to live in the city itself (or couldn't afford it).

Finally, at another intersection, they stopped in front of a community center. The sign outside proclaimed that it had been closed for repairs but did not indicate when they'd be done. That didn't matter, however. Homura and Hitomi would be in and out within an hour.

Inside, the community center was dark and empty. The footsteps echoed as they made their way through its lobby and down a side hallway. Inside a large classroom, a glowing portal hung in the air. It glowed with a pretty pink light but somehow didn't illuminate the room. Of course, nobody could have seen it except for magical girls.

They stepped through the portal, and the world around them brightened. The empty community center vanished, replaced by a vibrant, colorful forest. The trees' leaves were light blue and pink, and little white crystals hung from the branches. Flowers in all sorts of different colors bloomed around them. The air seemed to sparkle, and the sky above them was mauve. Among the trees, winged faeries of all sizes fluttered about, some as small as a finger, some the size of young children. A few peered at Homura and Hitomi and giggled.

It was like some artist had painted the place into existence.

Hitomi looked around in wonder, her eyes wide. "Amazing. Neither of the other labyrinths I've been in looked like this."

_My junior's naiveté about being a magical girl still hasn't entirely worn off._

"It's all fake," Homura said, shooing a little fairy away from her face, not that it did any good. "The witch is clouding your senses. Remember, this is still a labyrinth. Don't believe everything you see."

"Okay…" Hitomi rubbed her eyes as though hoping that would dispel the witch's illusion.

Nearby, a white silk scarf hung from a tree branch. It was the kind that someone would wear to appear fashionable rather than keep warm. It wasn't as colorful and bright as everything else, appearing almost dull compared to the stunning scenery around it.

"Take that," Homura said, pointing at the scarf. "We'll need it."

"Why?" Hitomi asked as she picked up the silk scarf and ran her fingers over it. A strange wind that sounded like hushed whispers ran through the trees. The faeries that had drawn close to them immediately flew off. "What does it do?"

"It'll force the witch to show itself. Without it, your weapon and magic won't affect any enemy here at all." Homura wasn't sure why that was. This was the only witch she had ever encountered where she had to jump through a hoop like this.

_Maybe the magical girl who became this witch had an aversion to practicality and liked to make things unnecessarily complicated._

The first time she had ventured into this labyrinth with the other four, nobody had known to take the scarf. Of course, not everyone had even been up to fighting. Sayaka Miki, depressed and lethargic, had simply shuffled along with the group, mostly staring at the ground and remaining silent. Madoka had remained by her side, trying unsuccessfully to coax any conversation from her. Homura, who cared about Madoka more than anyone else, stayed there as well. Sayaka didn't even have the energy to protest her presence.

So, it fell to Mami Tomoe and Kyouko Sakura to take out the witch and its familiars. They had launched an all-out attack on the faeries and sylphs floating around the place. It did them no good, however. Kyouko's spear passed right through them, as did Mami's bullets and ribbons. Nothing they did had any effect. The little sprites giggled at them and flew off somewhere else. This had gone on for several minutes before the two magical girls gave up.

When they did, they started arguing. At first, their bickering was about the labyrinth, but they switched subjects quickly. Homura had the feeling their disagreements went much deeper than simply how to deal with the witch anyway. Mami insisted that Kyouko was still too reckless and indifferent. Kyouko retorted that Mami worried too much about useless things and had weird obsessions. The faeries in the labyrinth tittered at them as they snapped at each other.

Madoka, the heart of their team, had stepped in and calmed things down. She pointed out the scarf on the tree. After some trial and error, Mami and Kyouko figured out what to do with it and brought the witch out of hiding. Then the real fight had begun.

In the end, they handily won. The witch was no match for two powerful veteran magical girls. Homura had been worried about things going wrong, but they had worked out in the end, inside the witch's barrier, anyway.

_It wasn't until we got back to the train station in Mitakihara that things fell apart, and I saw Sayaka become a witch for the first time._

Homura remembered _that_ very well. It was a constant source of bad dreams for her: the four of them in Sayaka's witch labyrinth, Madoka and Kyouko running and shouting, Mami standing stock-still in silent shock, the horror of the truth about witches hitting all three of them like a truck. Homura, fretting, had destroyed the witch Sayaka had become. Then Mami had killed Kyouko and was about to kill Homura, Madoka, and herself, except–

_No. Stop. Don't think about all that. There's no need to._

Homura took a deep breath and counted to five. This definitely wasn't the time to ruminate on that nightmare.

"Come on," she said, starting down the forest path. "There should be a glade ahead. We'll find the witch there."

"Wait for me!"

A small dirt path cut through the trees and underbrush. Fallen leaves crunched under their feet as they walked. Occasional branches stuck out in front of their faces. Hitomi pushed the ones that were higher-up away from her. Homura simply ducked under them.

Eventually, the path opened to a clearing.

The clearing was a large open circle with red and purple grass. In the middle stood a white stone table with a wicker chair. In that chair sat a woman with porcelain skin and long flowing hair that seemed to change color every few seconds or so, slowly fading from one shade to the next. The woman's bright pink eyes sparkled, and a pair of crystal wings on her back fluttered. She wore a tunic nearly as pale as her skin and wriggled the toes of her bare feet. She turned and gave her visitors a wide smile.

"That's part of the witch," Homura said, pointing to the woman.

"She's beautiful," Hitomi sighed.

"Too beautiful to be real. Throw the scarf over her. And be ready for everything to change when you do."

"As you say."

Hitomi stepped forward, holding out the scarf in front of her as she did. The woman looked up at her, a nervous expression taking over her face, but she made no move to flee. Hitomi draped the scarf over the woman's shoulders, and as she did, broken screams echoed all around them. The women emitted a bright flash of light, briefly obscuring everything.

The flash faded, and they saw that the colorful forest had vanished, replaced by a dead one with a thick acrid mist. Trees still dotted the land around them, but now they were mostly decaying. The ones that weren't appeared to have been burned. The air smelled like an unpleasant mix of sulfur and rot. A putrid corpse with grave worms crawling in the eye sockets replaced the woman who had been sitting at the table. Ahead of them, a dark shadow moved about in the mist, hissing.

"Oh my," Hitomi said, looking around again. "I see what you meant."

"Don't lose sight of the target." Homura pointed off into the mist. "That's the core of the witch there. We'll need to chase it."

"Right." Hitomi transformed and twirled her staff. She immediately started toward the thicket in front of them.

"Wait." Homura put a hand on Hitomi's shoulder. "You can't just charge ahead blindly. The witch isn't alone."

"How should I proceed?"

Homura normally stopped time and just strode through the mist, ignoring the familiars, until she was close enough to blast the witch with a gun at point-blank range. Hitomi didn't have that power, however. "Go slowly and watch your sides as well as in front of you. I'll bring up the rear so that nothing gets the jump on you from behind."

Homura transformed and readied her shield to stop time at any moment. Hitomi headed off into the mist again, going more cautiously this time. Homura followed closely behind. A few steps in, a walking corpse shambled toward Hitomi, groaning. It looked almost human but had claws instead of hands and far, far too many eyes. Hitomi shrieked and struck it with her staff. It crumpled to the ground.

That was all well and good, but Hitomi had ignored the two familiars coming at her from her left side. These had ears where eyes should have been. Homura pulled a pistol from her shield, stopped time, then fired at both of them. She couldn't expect her junior to get everything right the first time.

"Watch your flanks," Homura warned her. "You missed ones coming at your blind side."

"Ah…sorry. I just...ugh, they're all gross."

"Deal with it. Things aren't going to get nicer."

A few more familiars came at them, but Hitomi was quicker this time and defeated them with ease.

"Better," Homura said. "But can't you do anything else with that staff?"

"Like what?"

"I don't know. Shoot off magic with it or some such?" Homura vaguely recalled another anomalous magical girl who could do that, but she had used a little scepter.

Hitomi looked at her staff from a few different angles. "How do I do that?"

"You just sort of will it to happen." That was what Homura did with her shield, anyway. There was no reason other magical girls' weapons wouldn't work that way.

"Let me see…" Homura pointed her staff in a random direction and scrunched up her face in concentration. A small green bolt fired from the head of her staff and flew off into the distance. "I did it!"

"Good. Now you have another tool at your disposal. Keep moving. The witch should be just ahead."

As they continued, the mist grew thicker, pressing in around them. Homura could hear more of the corpse familiars moving about. Finally, however, she spotted the familiar shadow of the witch.

This witch, Madge, resembled a corpse as well, but with two faces, one of them weeping and the other smiling craftily. Neither of those faces had eyes; instead, eyes randomly dotted the witch's chest. A third arm that looked to be little more than a stump hung limply from its left side. The other two arms both ended in claws instead of hands. A rotting, tattered scarf was entwined around its shoulders and arms.

"Go on," Homura urged Hitomi. "Attack it. Take it down."

"Right." Hitomi fired her staff at the witch. It turned and snarled at her with both of its mouths and ran forward at her. Hitomi tried her best to attack it, but the witch clawed at her relentlessly, forcing her on the defensive. Homura half-wondered if she'd need to step in and assist.

_No. I can't help her unless it starts to go badly. She needs to practice fighting._

Instead, Homura hung back and waited, keeping an eye out for any more familiars as she did. One of the corpses crawled up out of nowhere toward them. Homura blew its head off with her pistol. When she looked back toward the clearing center, she saw the witch grab a giant log out of nowhere and club Hitomi with it, sending her flying backward and slamming into a tree. She slumped to the ground as she hit. That was no good. Homura stepped over to make sure she was alright.

"Ow." Hitomi rubbed her head and looked up at Homura. "What should I do now?"

"Get up. Move faster. Try not to let it hit you."

"…right." Hitomi sprang to her feet and charged at the witch again.

Apparently, she remembered that her staff could fire projectiles, and she shot a few at the witch, temporarily stunning it. However, it recovered quickly and screamed at her, causing her face to scrunch up in discomfort. Homura couldn't really blame her for that. The witch's screams sounded like sharp nails being dragged across a chalkboard. The witch clawed at Hitomi, but she raised her staff to block its attacks.

Finally, the witch slipped up. Instead of swiping at Hitomi some more, it lowered its claws and shrieked at her again. This time, Hitomi didn't flinch away but instead swung her staff and struck it hard in the head. The witch crumbled to the ground and stopped moving. Hitomi wasted no time and bashed its head once more with her staff. The witch exploded, and as it did, the barrier wavered and faded. They stood once again in a classroom in the community center. The witch's grief seed clinked as it hit the floor.

"I won!" Hitomi exclaimed, picking up the grief seed.

"You did," Homura agreed. "Good job."

_It wasn't pretty, however. How many more witches can you fight for practice before Walpurgisnacht attacks? Maybe it'd be better to have you watch over Madoka when it comes._

That was a possibility. Hitomi could keep Kyubey away. Homura filed that idea away in her mind as something to consider later.

"Should you take this?" Hitomi asked, holding the grief seed out. "I doubt I'd have figured out how to fight the witch on my own."

"Hold on to it, along with your other one," Homura said. "Grief seeds are vitally important as a magical girl, and you need as many as you can get."

"What about you, then? Don't you need them?"

"I have an adequate supply. And I don't go through them too quickly."

"Oh. Well, okay, then." Hitomi pocketed the grief seed. "How do you think I did for my second attempt? What should I do to improve?"

_What do I say? I'm no good at instructing magical girls how to fight. I only know how to fight in the manner I do._

Homura tried to remember the times she had watched Madoka, Mami, and Sayaka fight witches. She thought of Kyouko Sakura, whose weapon was more similar to Hitomi's. She thought of the few other magical girls she had encountered across various timelines.

None of that helped. She'd have to improvise.

"Remain aware," Homura said. "And follow your instincts. The power to fight is there in you, and you just have to figure out how to coax it to the surface and utilize it. Experience counts too, so just stay patient, and you'll get better."

_That was mostly useless, wasn't it? I'm no good at this. She needs a real teacher, someone who can actually help her progress as a magical girl._

"I'll keep all that in mind," Hitomi said. "And I guess that's why you're so good. You're not only powerful but experienced as well."

Homura shook her head. "I'm nothing particularly special."

_If I were, I'd have figured out how to save Madoka by now._

"That's not true. Look at all you've done. Look at how you've helped me."

"Come on," Homura said, heading for the classroom door. She was ready to leave this place and for this conversation to end. "There's nothing more for us to do here, and we have a long train ride back."

* * *

They were walking away from the station in downtown Mitakihara when Hitomi suddenly gasped.

"Hmmm?" Homura looked over and saw that Hitomi had her soul gem in her hand. It was glowing softly.

"Look!" Hitomi said. "There's something nearby, isn't there? Another witch."

"It could be a familiar. But yes, I think you're right." Homura wasn't sure what witch or familiar it was. Most of them moved about randomly and thus popped up at different times and places across loops. Part of the reason she had taken Hitomi to fight Madge, aside from its predictability, was that she knew they were unlikely to encounter any other magical girls there. Back in this ward of Mitakihara, however, it was a different story.

_We'll have to chance it. My junior needs more experience, even if she has to practice fighting familiars._

"Let's go find it," Homura said, nodding at Hitomi. "Lead on."

"Do you know where this one is?"

"Not off-hand, no. Try to track it."

Hitomi led them in a couple of different directions before they finally ended up in front of a large, dark department store. The front door was wide open, which Homura found a bit odd. Inside, there were long rows of tall shelves and racks full of all sorts of clothes that rose around them. Far above, a vaulted ceiling stretched out. This store's builders must have wanted to give it an open feeling.

"It's there," Homura said, pointing toward the store's back where everything appeared warped and wavy. "Okay, let's go see what's there and take it out."

They were about halfway through the store when Homura heard something shuffle around nearby. She shot out her hand in front of Hitomi, stopping her.

"We're not alone in here," Homura said quietly.

"You're wasting your time," a high-pitched voice said. "That's a familiar. Not a witch. And anyway, I was here first."

Homura looked over. Anzu Anzai stepped out from between a pair of shelves.

 _Great._ Now _she shows her face. Looks like she's recovered from my attack against her the other night…if it even hurt her in the first place._

Anzu (or, more likely, her image) looked the same as the last time Homura had seen her, no worse for the wear from being caught in a massive explosion and fire. The light from her lantern cast strange shadows on the walls. As Homura looked at its green glow, she realized something.

_The lantern. That's her soul gem when she's transformed. That's what I need to destroy._

But it wouldn't do any good to pull out a gun and fire at it if this was just another illusion.

Anzu approached them and stared blankly forward. Homura pulled off her ring, transformed, and gave Anzu a blank look in return. If she wanted a staring contest, Homura would give her one. Hitomi shrank away behind Homura.

_I still don't know about fighting her with Hitomi here, however. It's two against one, but Hitomi isn't going to be much help. And she's probably not ready to handle the amount of hurt that Anzu can dish out. There's such a thing as too much too quickly._

"You tried to cause me trouble the other night," Anzu finally said. Oddly enough, she didn't sound angry.

"You threatened us," Homura said. "And we defended ourselves." She didn't think it would do her any good to let Anzu know that Homura had discovered more about her than she probably wanted her to know.

"I don't like the magical girls in this city," Anzu said. She shook her head. "Kyubey was right about all of you."

"And you're a fool if you listen to anything he says."

"Don't insult me. It's rude, and it reminds me of that red-haired girl." Anzu frowned. "I can't seem to find her. I saw her, but then I didn't. And I couldn't reach her."

"I have no idea what you're talking about."

"Do you know where she is?" Anzu asked.

"No." Homura wondered if Anzu was trying to stall them before attacking.

"Oh. I'll have to look for her elsewhere then. At least I know a few places now."

"It doesn't matter. You won't get a chance."

"Why not?"

"I'm going to stop you."

Anzu tilted her head. "Stop me from what? Going after her? Is she your friend too?"

_I'm the one who tried to kill you, but for some reason, you're more hell-bent on chasing after Kyouko Sakura instead of attacking me. It doesn't make sense, but then you aren't exactly sane and rational._

Anzu frowned at Homura's silence. "Don't ignore my questions."

"I'm going to stop you from going after her or anyone else," Homura said.

Anzu sighed. "You're starting to bore me. And you're wrong anyway."

Behind Homura, Hitomi suddenly yelped. Homura spun around and saw that she was holding her side and that blood poured between her fingers. The handle of a knife – Anzu's knife – was sticking out of her side at an odd angle. Hitomi pulled it out, dropped it, pressed both hands against her wound, and grimaced in pain.

Homura turned back. Anzu was still staring at her blankly. She hadn't moved. Of course, that wasn't the real her; the real her was hiding somewhere nearby.

The gears inside Homura's shield spun, and time stopped. Just to confirm things, Homura reached out and tried to touch Anzu's shoulder. Her hand went right through it.

_An illusion. And touching it doesn't stop time for Anzu._

If Anzu had gotten Hitomi with her knife, then she had to be close by. Homura reached into her shield and pulled out a katana she had once stolen from a Yakuza locker room. Taking care not to hit Hitomi, she walked behind her and swung it. She hit nothing but air, however. Had Anzu moved away from Hitomi that quickly after stabbing her?

Then Homura thought about the knife Hitomi had pulled out of her side and realized what had happened. Anzu must have thrown her weapon from a distance and then vanished, leaving Homura no way to track her. She could be anywhere in the line of sight to hit them, even squatting on top of the shelves.

_Damn it, Kyubey. Why didn't you tell me Anzu can do that?_

She pictured Kyubey in her mind, a big, stupid grin on his face. _Because you never asked, Homura Akemi._

"Pretty sure I did, though," Homura grumbled. "Something like that, anyway."

Homura gritted her teeth. She looked at the frozen image of Anzu and then at Hitomi, still clutching her bleeding side.

She had to make a decision. Stay and fight? Or help her injured junior?

Really, there was only one option. Homura was numb to many things, but she wasn't so far gone that she'd abandon someone who had come to depend on her.

She reached out and grabbed Hitomi's right hand with her left. Hitomi suddenly came to life as time stopped for her.

"Homura…"

"Come on," Homura said, pulling her along once again. "Let's get you out of here."

"But, but her…" Hitomi said, pointing at Anzu. "What about…"

"Forget her. I'm prioritizing your safety. She reached into her shield and pulled out a thick towel. It would have to do. "Press that to your wound."

"I will," Hitomi said, taking the towel and applying it with her free hand. "Thank you."

"Are you alright? Can you move okay?"

"Yes. I'm…I'm sorry, Homura."

"Don't be. You haven't done anything wrong." A plan formed in Homura's mind. She reached into her shield and pulled out a canister of nerve gas. She pulled the pin and tossed it behind her. For good measure, she pulled two more and tossed them to opposite sides of the store. There was no reason not to go all-out here. Nobody was at risk from the gas except Anzu.

They ran out of the store and across the wide avenue in front of it. A little way up the street was a large garden with a chest-high wall around it. That would serve. Still hand-in-hand, they vaulted over the brick wall and into the bushes behind it.

Homura reached into her shield and pulled out a sniper rifle. It was really an anti-material rifle, a monster of a weapon. Sure, everyone from blocks around would hear when she fired it, but that didn't matter. Homura needed something large and powerful enough to blast Anzu's lantern apart. If Anzu came out untransformed, that was fine too. Homura could stop time, knock her out, then take her soul gem and smash it.

The gears in Homura's shield spun, and time restarted.

"Let go of my hand now," she said to Hitomi. "Sit down and rest. Stay low."

Hitomi did as she was told and crouched down. Homura raised the rifle, aimed it over the wall, and adjusted the scope. She leaned into the stock and pressed her finger to the trigger, preparing to fire.

Hitomi spoke up. "Homura, what are you–"

"Quiet," Homura ordered, peering through the scope. The storefront appeared large and clear in her vision, with the gas now swirling about inside. As soon as Anzu appeared outside the door, she'd freeze time and fire.

_Give me one shot. Just one clear shot at her lantern, that's all I need._

Homura waited, barely daring to breathe. A minute passed. And then two. But Anzu didn't emerge from the store.

_She's not immune to the gas, is she? No, that isn't possible. Maybe it knocked her out._

If so, that was fine by Homura. Things would go much easier. Homura decided to head in and check.

"Wait here," she said to Hitomi. "Remain behind the wall and keep silent."

"Alright."

Homura put the sniper rifle back into her shield. She pulled out a gas mask and strapped it to her head. Granted, nerve gas would never fatally injure a magical girl, but it would still hurt her. She'd also need to arm herself, so she also retrieved her Desert Eagle pistol. Hopefully, that would hit hard enough to shatter Anzu's lantern.

The store was as empty and dark as ever. Gas lingered in the air. It probably wouldn't completely dissipate for some time. At least nobody else would be coming into it for a while. Homura could leave the door open when she left and allow the building to air out some.

Anzu wasn't inside, however. Homura couldn't see her image or any sign of her around. As she made her way to the back of the store, she realized that the familiar was gone too. It must not have liked the gas. Walls didn't limit where it could go, but Anzu wasn't like familiars. Where was she? As Homura's eyes adjusted to the dimness, she realized that there was another door in the store's back.

And that back door was wide open and hanging on one hinge. It looked like someone had rammed it open.

_She must have scampered out the back when the gas hit._

Homura stepped out the rear door into a deserted alleyway. The night was silent. She looked in all directions but couldn't spot Anzu and had no idea which way she might have run.

Homura cursed herself and stared down at the ground, hoping maybe to spot some footprints. But there was nothing to help her follow Anzu. She punched her fist against the busted door in annoyance, and it fell off its one good hinge with a crash.

_Damn it. I thought I had a good chance of getting her back there. And now she's gotten away._

Still, she had forced Anzu to flee. That was something. Hopefully, Anzu would remember that Homura was no easy prey. She made her way back through the store and out its front door again, crossing the street over to the walled garden where Hitomi was still hiding.

"You can get up now," Homura said. "She's gone."

"Is she…dead?" Hitomi asked as she stood up and brushed herself off.

"No, she ran away," Homura said.

"Well…that's good, right?"

"Better than her hurting you some more." Homura paused. "Speaking of which, how's your wound?"

"It's okay now," Hitomi said, briefly glancing at her side. "It closed up pretty quickly. Now there's nothing but some bloodstains." She pointed to the dark blotch on her side." I guess being a magical girl has its advantages. It's amazing."

"You made a wish for healing," Homura said. "So, your own capacity to recover from injuries quickly is strong, even for a magical girl."

"I see. Once again, I find myself wondering just how long you've been a magical girl. You know so much."

_How long? I've lived the same month dozens of times now. From that perspective, I've been a magical girl for years and years, much as I try not to think about it._

Homura sighed. "It doesn't matter."

"Are you okay, Homura? You suddenly seem down."

"I'm just tired. Time to head home for the evening. I'll escort you to your house to make sure there's no further trouble."

"Yes, of course. Thank you."

They started off walking in the directions of Hitomi's home. Homura had never actually been there, but she knew the general direction. It was near Madoka's house, after all. She, Hitomi, and Sayaka all walked to school together each day.

"You were right about Anzu Anzai, Homura," Hitomi said as they crossed a street. "She is dangerous."

"She is," Homura said. "I anticipated her attacking me first, however. Not you. But I won't make that mistake again. And she needs to pay for what she's done."

_And more._

"How did she hit me with her knife when she wasn't even standing near me? I never saw her throw it."

"That wasn't her we were talking to. That was an illusion. She uses her magic to create images of herself and trick her enemies."

"I see. I didn't realize magical girls could do that."

"There are almost as many different abilities as there are magical girls."

"Like how I can heal, or you can freeze time."

Homura nodded. "Correct."

"How are we going to beat Anzu Anzai?" Hitomi shook her head. "No. How are _you_ going to beat her? I'm not sure how to even fight her."

"That's what I've been trying to figure out," Homura said. "Fighting another magical girl isn't the same as going up against a witch."

If Homura cornered Anzu alone and trapped her in another building, she could gas Anzu again or even set off explosives and bring the building down around her. That would make her abandon her illusions very quickly to escape. Then Homura could kill her.

_Think of the potential collateral damage, however. I can already hear Mami Tomoe clucking her tongue at me in disapproval._

Suddenly, an idea struck. Maybe Kyubey's suggestion a few nights ago had been the best option after all: ask Mami Tomoe and Kyouko Sakura for help with Anzu. Not only could they deal with that, but they'd also be able to help Homura with another problem as well.

_Mami Tomoe can do what I can't: teach Hitomi how to effectively fight and use her magic. Mami Tomoe is constantly lonely, isn't she? Well, here's a chance for her to make another friend, to gain a precious junior that she can mentor and dote on. And, in return, she and Kyouko can help me take out Anzu. I'll tell them everything I know about her, and the three of us will end her. They already don't get along with Anzu and must realize something's wrong with her, so once I tell them everything she's done, Mami Tomoe's sense of justice will compel her to come and fight. She'll bring Kyouko Sakura with her. And then they'll surely both agree to come and help battle Walpurgisnacht._

On paper, it sounded perfect.

The only potential hitch was Anzu potentially turning into a witch. The more Homura thought about it, however, the less it felt like a problem. Anzu definitely wasn't in any danger of turning. She regularly collected grief seeds, and Homura didn't doubt she would feed enough humans to that stray familiar to obtain a grief seed from it too.

In an all-out fight, it was possible Anzu would run out of magic, but if Mami Tomoe and Kyouko Sakura forced the real her out into the open, then Homura just needed to stop time and blow apart her lantern before that happened. And they could accomplish that. Anzu had taken on two magical girls in Kyoto, sure, but it was unlikely either of them had been of Mami's caliber or even Kyouko's.

Was all that true? Or was it only what Homura wanted to be true?

_Kyubey said they were dealing with another problem, but maybe they've worked past it now. Or maybe I can help them resolve it. Or maybe he was lying to keep me away from them. I don't know how, but if I can somehow make peace with them, maybe some things will start to go right._

"Hitomi," Homura said.

"Yes?"

"I've got another mission. One you're going to need to come along for. We'll take care of it right after school tomorrow."

_We could try it during school, but I'd rather speak with Mami Tomoe while there's nobody else around._

"I was hoping to spend time with Kamijou-kun," Hitomi said, almost sounding like she was pouting. "Perhaps even go on a date or some such."

"Postpone it for another day," Homura said. "This is more important."

"Very well. If you say so, then it must be true. What are we going to do?"

"We're going to go find a magical girl."

Hitomi shifted uncomfortably and lowered her voice. "Anzu Anzai again?"

_She frightens you. Understandable, given your experiences with her. Don't feel bad, Hitomi. She makes me a little nervous too. And that's all the more reason we need help._

Homura shook her head. "No. Not her. The older girl who approached me on the school roof the other week."

_Mami Tomoe is the one we'll reach out to. Even if things are different this time around, Kyouko Sakura is still too much of a wildcard on her own and would turn us down and probably also attack us in the bargain._

"Oh," Hitomi said. "Yes, I remember her. Though when we encountered her at the hospital the other day, she didn't exactly seem friendly."

"And she might not be when we see her again."

"What are we going to do if she attacks us?"

"It shouldn't come to that," Homura said. "I'll handle her. Just follow my lead."

"Okay. Tomorrow after school, then. I'll do as you say."

"Good."

_There's no guarantee Mami Tomoe will agree to work with us, but I have to try. Time to roll the dice._

**Notes for the Chapter:**

> The witch that Homura and Hitomi faced is based on characters from the ballet La Sylphide.
> 
> Long story short: a young man named James is supposed to marry a woman named Effie but is tricked by a witch named Madge into chasing after a sylph from an enchanted forest with a magic scarf that she tells him will bind the sylph. In the end, the sylph dies, James dies, Effie marries James's friend instead, and Madge wins, laughing at James's suffering.
> 
> So, the magical girl that became the witch from this chapter was basically James during her life, Madge upon her death, and the sylph in both.
> 
> I've sometimes wondered about what all happened during Homura's third timeline. In the anime, they jumped pretty quickly from Homura telling everyone about witches to Sayaka suddenly becoming one and Kyouko being there too. So, part of this story has been my attempt to fill in a few gaps, like in this chapter and the earlier one where Homura fights the Hero witch and thinks back to the first time she did.


End file.
